AREC

Greetings. And welcome to the American Resources Corporation Third Quarter 2024 Conference Call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. [Operator Instructions]. As a reminder, this conference is being recorded. At this time, I would like to turn the call over to Mark LaVerghetta, Executive Vice President. Please go ahead, Mark.

Thank you. Good afternoon, everyone. On behalf of American Resources Corporation, I'd like to welcome everyone to our third quarter of 2024 conference call and business update. We always welcome these opportunities to provide an update on our business and discuss our accomplishments we've made over the past several months and how we're uniquely positioned within the markets that we serve for our American Infrastructure, American Metals and ReElement Technologies divisions. On the call today, along with myself, is Mark Jensen, our Chairman and CEO, and Tom Sauve, our President. Before we kick it off, I'd like to remind everyone of our normal cautionary statement. Certain statements discussed on today's call constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are subjects to risks, uncertainties, and other factors, which could cause actual results to differ materially from the results discussed in the forward-looking statement. When considering forward-looking statements, you should keep in mind the risk factors, uncertainties, and other cautionary statements which are laid out in our press releases and SEC filings. We also do not undertake any obligation to update or revise any forward-looking statement whether as a result of new information, future events or otherwise. Lastly, for anyone wanting to ask a question on today's call, I believe you'll need to dial in by phone to get into the queue. With that, we're going to slightly modify the cadence of today's call. Mark Jensen will deliver a prepared letter to our shareholders that will also be released shortly this afternoon. Then we'll get into question and answers. So with that, I'd like to now turn the call over to Mark Jensen, our Chairman and CEO.

Thanks, Mark. And I want to thank you all for joining. The plan for the call, as Mark mentioned, is going to be a slightly different approach to – and with the focus of providing an update on the current progress of the transformation of our business, as well as the history of where we started. When it comes to the energy transition, we are confident we are ahead of the curve. We recently wrote a shareholder letter titled, Building the Only Rare Earth and Critical Mineral Refining Platform from the Depths of the Metallurgical Carbon Business, which we define as a true energy transition. First, I want to extend my heartfelt thanks to all our shareholders and our team members. Recently, I reconnected with a mentor, friend, and someone I consider family – a person of great wisdom who has overcome immense challenges and always emerged stronger. He shared many insights, but one stood out: the importance of expressing empathy and acknowledging the struggles of our shareholders in challenging markets. This resonates deeply with me and our team. We understand the frustration and pain that can come with declining stock prices. We recognize that people invest in our company for its potential, and it is our responsibility to deliver. Our focus as a team has been to stay committed, work harder, push ourselves, and dig deeper to drive business success, which we believe will ultimately be reflected in market value. While some of these efforts may not be visible externally and cannot be shared on a daily basis, I want to assure you that we are fully committed and confident in our trajectory. We feel the same urgency for our execution and we're dedicated to achieving the fundamental value that our shareholders deserve. Our team is ready to go the distance to make this a reality, and we have the steps in motion to unlock this value. Historically, our shareholder base has been predominantly consisted of management and over 25,000 retail shareholders. Since management was a primary funding source for the business when we started and initially funded the company, we have not traditionally had a large institutional shareholder base. Fortunately, as the business has expanded, we have started to attract the attention from larger investors, and we believe that the support from these institutional investors is continuing to grow and will continue to grow as we execute as a business. As both shareholders and management, we share the frustration over the current market value. We are fully committed to fighting for our shareholders, to bring fundamental value and to ensuring that our stock reflects the value for everyone, from those with 10 million shares to those with 10. While we acknowledge that we haven't always met our goals, due to factors both within and beyond our control, we believe strongly in our exceptional portfolio of assets, which are strategically positioned to create substantial value. We are proud of the steps and the progress we've made to reach this point and are committed to working tirelessly toward the success so that all shareholders benefit equally. The operating teams have demonstrated remarkable innovation and adaptability. I'm proud to report significant progress across ReElement Technologies, American Metals and American Infrastructure, as well as our holdings in Royalty Management Holding Corporation and Novusterra Inc. These achievements showcase our dedication not only to our business goals, but also to the core values of the community and our responsibilities. ReElement Technologies Corporation is an amazing opportunity and amazing business. As we look to the highest value denominator of our business, I'd like to provide some background on ReElement Technologies. ReElement was born out of the efforts to address environmental cleanup from legacy mining operations associated with our carbon assets. When we acquired eight companies, five of them through bankruptcies, we inherited significant environmental liabilities from previous operators. Unlike many companies that defer these issues, we took a proactive approach to address and clean up the environmental impact, challenging industry norms, frustrating landowners that wanted to leave these legacy liabilities outstanding, and facing resistance for doing the things differently. Through this process, we remediated over 7,000 acres of land and secured more than 20 million in environmental bond releases. Most importantly, we laid the foundation for ReElement Technologies, prioritizing innovation and technology over dumping chemicals into waterways and transforming our approach to environmental stewardship. ReElement was initially founded to focus on the separation and purification of the metals extracted from acid mine drainage sites and mine waste. At the time, China dominated 95% of the refining market for rare earth elements and critical minerals, creating a challenging single source economy. We faced a choice, either send our concentrates to China at a loss or innovate to create a viable domestic solution. Our team spent years evaluating technologies for potential application in the US market, and quickly realized that traditional solvent-based or hydro metallurgical extraction methods were neither economically nor environmentally sustainable for domestic use. These methods are capital intensive, have high operating costs, and are environmentally harmful, and lack versatility of varying feedstocks, whether recycled or naturally sourced. Furthermore, we recognize that competing against China, low labor cost and relaxed environmental standards, using similar processes would not be viable for the rest of the world. ReElement prioritized innovation and partnered with Purdue University who was well ahead of the development of the electrified economy. Today, we have developed a versatile, multi-mineral, multi-feedstock platform technology capable of separating and purifying high value critical minerals, including lithium, cobalt, nickel, dysprosium, terbium, neodymium, praseodymium, as well as work on niobium, high purity alumina or HPA, silica, and copper. Not only can we separate and purify these elements, but we can do so at a cost that is competitive or even lower than China's. ReElement is disrupting the monopoly by delivering higher quality products at a lower cost, establishing a natural edge in the market. We achieve this using our own capital with a focus on creating a platform that can catalyze and synthesize a robust critical mineral supply chain outside of China. Although we have been approached with funding offers from Chinese nationals, we have consistently declined, choosing instead to protect long-term value for our shareholders. Today, we are producing rare earth elements and battery materials for our customers out of our customer qualification plant in Noblesville, Indiana. We are also in the process of ordering equipment for our Marion Advanced Technology Center in Marion, Indiana, which spans 400,000 square feet on 42 acres. We are confident that this facility will become the largest producer of separated and purified rare earth oxides, including dysprosium, terbium, neodymium, and praesidium outside of China. Additionally, it is poised to be a major, if not the largest, producer of lithium carbonate equivalent in the United States. We have also begun dismantling our Knott County coal processing plant, which we acquired from Arch Coal. The facility was previously owned and operated by Wilbur Ross' International Coal Group. Our plan is to repurpose this site for a lithium refinery, sourcing ores both domestically and internationally. We take pride in this genuine energy transition project, which leverages American ingenuity and builds on the region's rich history in commodity processing in eastern Kentucky. We continue to make daily progress on our goals, all while being mindful of minimizing shareholder dilution by grinding forward every day, and when the right opportunities arise, we act decisively to capture them. In this regard, we utilize alternative and flexible capital strategies, such as bond offerings and incentives, to drive our growth. We are proud of the work we're accomplishing behind the scenes and look forward to sharing more positive developments as our domestic supply chain evolves and our partners permit us to announce them. As a team of individuals with direct military service or with family members who have served, I can confidently say that we are 100% committed to fulfilling our mission to establish a critical rare earth element supply chain. Our goal is to catalyze the reshoring of our defense industrial base to strengthen national security for the US and our allied nations. We are the solution that can provide ultra-pure rare earth elements for F-35 fighter jets, nuclear submarines, drones, and lithium for military communication units. This challenge cannot, and will not, be solved by traditional hydromet or solvent-based refining methods – a fact that is being proven today and will be evident over the next five years. Our path forward is driven by innovation and entrepreneurship, not legacy practices. We firmly believe that ReElement's refining solution is leading the market, and any alternative spending will ultimately prove to be wasted capital. We are also excited that we have recently completed our initial closing of our financing at the ReElement level and announced the record and distribution dates for ReElement's separation into a standalone company. We are confident this will help us drive shareholder value and help ReElement to grow at a faster clip. I'd like to touch briefly on American Infrastructure Corporation, formerly known as American Carbon Corporation. This business line is the focus of our metallurgical carbon and iron ore production. Through its growth, the company has consolidated valuable assets that can be restructured to focus solely on high-value, high-margin products. As we expanded, we built an independent team capable of driving value and our shareholders as a separate entity. Our focus for this division is for our contractors to start production imminently with the focus of turning this effectively into a royalty-based company, capturing top-line revenue royalty streams from the high quality assets that we have, with a focus on our McCoy Elkhorn Complex and Wyoming County Complex. We are making significant developments and growth towards that plant and are confident in the plan that our CEO, Tarlis Thompson, has developed for our Metallurgical Carbon division. American Metals has advanced as a business and now developing innovative strategies to pre-process rare earth and critical minerals, , as well as continue with the steel recycling component of its business. The legacy business leveraged reclamation from previously acquired coal mine operations, primarily scrapping and recovering ferrous metals, and through its affiliation with ReElement, has garnered knowledge and knowhow of optimal and efficient processing methods to produce products that can be efficiently refined back to ultra-pure critical minerals. Recently, we have partnered with LOHUM Cleantech, India's leading battery recycling and reuse company, to pre-process batteries, creating materials that can serve as feedstock for ReElement Technologies in a cost-effective and environmentally conscious way. We are also making progress on our merger with AI Transportation Acquisition Corp. The company has received comments from the SEC on its S-4 registration statement, which we believe can be addressed with minimal effort, and we are pushing the team to be responsive to such questions to get this project – to get American Metal spun out and as a standalone public company. One of our holdings, Royalty Management Holding Corporation, we believe has substantial opportunity and substantial value based on the growth and development of its platform. Royalty Management is an innovative royalty company and streaming company with a highly attractive portfolio of holdings. At the time of the DE-SPAC merger, as with most SPACs, the majority of the capital was not retained by the company. SPACs have largely become a mechanism for hedge funds to temporarily park money and retain warrants, with little intent from investors to remain in the transaction. Due to these redemptions, the company now has a significantly smaller float and less capital to deploy than initially anticipated. Nonetheless, the company has an exciting business model focusing on creating value, increasing cash flow, and growing equity stakes in its holdings. Since the merger, it has made several notable investments and has repurchased its stock, retiring those shares. We believe the company is currently undervalued, but as it expands its communication, we expect that value to be reflected in the market. American Resources is a major holder of Royalty Management Corporation, including warrants and stock of over 3 million shares. Another holding we have is Novusterra Inc. We are extremely excited about the progress of Novusterra, a company collaborating with Kenai Defense in partnership with the United States Air Force and Army to develop high-value applications for graphene and carbon nanostructures. The company recently had its selling shareholder S-1 approved by the SEC and will soon file a new issuance S-1, aiming to use an underwriter to raise capital and list on a national exchange. Novusterra plans to submit this S-1 in the near term, and we are enthusiastic about their continued progress. In closing, we remain committed to keeping you informed and engaged as we navigate this journey together. Your feedback is invaluable, and I encourage you to share your thoughts and questions. Our relationship with you is fundamental to our success, and are dedicated to ensuring your voice is heard and valued. Thank you for your continued trust and partnership. Together, I am confident we can capitalize on these opportunities and build a brighter future for American Resources, ReElement Technologies, American Metals, American Infrastructure, Royalty Management Holding Corporation and Novusterra, Inc. With that, I'd like to turn the call back over to the moderator for some Q&A.

[Operator Instructions]. Our first question is from Kyle Gallagher with Merrill Lynch.

Just wanted to kind of circle back in a previous conference call on the ReElement side. I'd asked you about some rare earth sales. And you said you had one customer that was willing to take everything that you could produce, but you didn't want to go down that path. I'm just kind of curious if you could give a color as to why and give some thoughts or some commentary on what you see like the ramp in revenue or ReElement looking like – I know you got the facility in Noblesville where you're next to the kids' gymnasium that's producing some stuff, can you kind of give some color on how that's going and how that process is ramping and from a sales perspective there? Because, to my mind from the stock, that's kind of the real sizzle in the story.

One, we have been building a diversified customer base at ReElement, both for our lithium products and battery materials, as well as our rare earth oxides. We do have some exciting news coming out over the next few weeks about partners and some pretty substantial companies that we're working with within the space on magnet manufacturing, as well as some battery materials customers. Noblesville was built to get our products qualified with customers. And so, we produce today lithium carbonate on a daily basis, and we produce rare earth oxides on a daily basis. And then we ship those products to customers to be qualified. The battery market – getting qualified for lithium carbonate takes about a year. And so, we've been through that process. We're currently producing product for one of our customers out of there right now. In the quarter, I think we booked about $150,000 in revenue from ReElement. Relatively small. It's a relatively small facility with pretty low cost. But we've been proven with that – we've been proven – we've had visitors in that facility on a weekly basis over the last six months, including next week. We have a number of substantial partners coming through, including members of the US government on the defense side. But the scale of our revenue growth – we will continue out of the Noblesville facility, but most importantly, it comes out of our Marion facility. Marion was a complete rehab building that we acquired about over a year ago. And we finished that renovations, we're installing all the electrical in there now, 113,000 square feet has received temporary occupancy. And we are starting to move equipment up to Marion with the goal of scaling up our Marion prep reprocessing to feed the Noblesville facility until we get processing up in Marion. But we are making substantial progress on that. There's a couple customers coming in that we're negotiating with right now that could enable us to scale substantially faster just given their timelines of meeting product. But if you look at the market, we're focused on making sure we spend our money in the appropriate way versus just getting ahead of our skis. And thankfully, the demand we're seeing from very large customers, because we're one of the few players that can actually produce magnet and battery grade materials today, is substantial. And we'll start to showcase that large revenue growth in 2025 as we continue to scale up over the next few months.

Do you feel like you're at capacity as far as what you can produce in Noblesville right now, and that really to get any sort of meaningful scale, it's going to have to move to Marion?

We're going to have to move pre-processing to Marion. From a chromatographic separation, which is really the heart of what we do, from separation purification, we have the ability to expand, really, honestly, even a 7,000 square foot facility, we can produce a lot of product on the separation purification step. It's really the pre-processing that we're moving to Marion to start. And that'll enable us to grow. And that can happen pretty quickly. We had to get over the electrical and water installed, which we've done. So getting that pre-processing step moved to Marion will enable us to continue to grow production as we get full scale production up in Marion.

Do you have all of the columns and the production trains in Marion ready to go, so when that preprocessing – or excuse me, I'm getting them confused, but in Noblesville, so when you get the preprocessing done in Marion, it's ready to rock and roll, so to say?

Yeah. We have columns for both rare earths oxides and lithium carbonate in Noblesville that we can continue to push volumes through. The good thing about our technology is that the separation and purification component is really not the most expensive component of our process. And scaling that is – building that out is pretty easy in the relative nature of – and solvent extraction, that's the hardest part and the most expensive part for us. That's actually one of the lowest cost components of our process. But as we continue to build out pre-processing in Marion, we can put a lot more volume through our columns in Noblesville as we build out columns for Noblesville as well. If you look at it, we haven't spent – we're very conscious of how we spend money because we're not going to dilute shareholders. We've said it for over a year now, or probably two, three years now. And so, we are working with two large investment banks. HilltopSecurities who we've worked with in the past, we publicly shared, and then a bulge bracket bank that we are doing a bond offering for our Marion facility. That's launching very quickly. They're doing a phenomenal job with the goal of closing that expeditiously. And our team has already been scoping equipment that we can order very, very quickly. None of the items in our process are long-lead, where if you look at solvent or trying to buy stuff from Chinese manufacturers, that takes forever. Our products are made here in America and our equipment's made here in America, so we can scale very, very quickly as we close this bond offering, let alone the convertible debt round that we've just closed part of it.

So if I'm understanding you correctly, forgive me, I may need another cup of coffee here, but I just want to make sure I understand you correctly. What you're saying effectively is that, right now, one of the main bottlenecks is pre-processing. So the existing columns and production trains that you have in Noblesville could handle more throughput. It's just you don't have the pre-processing capacity right now to max out the throughput that you currently have online. Am I kind of reading that correctly?

Yep. And we can expand. Adding additional columns, we can continue to add to as well, but that's a weekly thing, not a year thing.

My last question is just, can you help us understand – and I think as a shareholder base, and especially if you delve into any of the online forums, right, that can be an interesting space to go to. But can you maybe do some myth busting here on, like, what would be some of your partner's main objections to having their name disclosed for being in like a pilot program or some sort of joint venture with you. Maybe if you just shine a little light on that, I think that would help quite a bit.

I would say, so the auto OEM we work with is – you can imagine it's quite volatile in the auto space through union negotiations as well as adjustments in volume production of the auto industry in general. They have not let anybody use their name in the last couple of years that I know of. And so, it's more of just them wanting to focus on their business and not be out there having third parties mention their name as they're trying to also navigate the volatility in the marketplace. We have some nice partners that we should be rolling out here in the next couple weeks that we've signed partnerships with, that we will be able to disclose here shortly. If you look at this industry, it's quite volatile right now. And a lot of people – I'm not saying our partners, but a lot of people in the industry got way ahead of their skis and tried to build something that wasn't proven yet where we are doing quite the opposite. We're actually proving and scaling our technology on a daily basis. And a lot of people are always trying to attract government money. We're not overly inclined to do that. We think it would slow us down. And so, there's wanting to pretend they can do the whole thing in their own way when they can. I think you'll see that come out and you're starting to see it already in the public domain, but then on the private domain, you're going to see that as well. So we work with a lot of groups behind the scenes right now. And powered by ReElement, we'll continue to work with a lot of groups to help. Other players in the industry, but also enable us to generate revenues where they CapEx our equipment. There's a lot of movement within the space right now and a lot of volatility in the space right now, which – and from the OEM's perspective, they just – they don't want to be out there in front of it.

Our next question is from Michael Alicastro [ph] with Paradigm Investors.

Couple of them actually. If you mentioned this already, I apologize, but do you have a target date for spinning off [indiscernible], and will it be public from the beginning?

For spinning off ReElement or spinning off American Infrastructure?

Well, American Re, I thought, was what you'd be spinning off, but American Infrastructure is also changing the name.

So American Resources is the holding company. We're spinning off ReElement Technologies.

ReElement is what I was thinking of today.

Yeah. So Re-element is – the record date is, I believe it's December 30th – December 31st and then the record date is February 15th. That was in the press release this morning and so that has been determined. Obviously, the goal is to be in a liquid security.

So you plan on being public from day one?

We intend to. We're working through the audits and all that good stuff as we speak. We switched auditors, so we had to re-audit all of our subs.

Going forward, American Re will be the holding company. Revenue will be generated by the other companies under its umbrella as far as coal goes. It's still in the coal business.

It still owns roughly 80% of American Infrastructure, which is our coal business. The goal is to spin that off and set the platform. American Resources owns a division of each of these entities post-distribution, but the goal is for American Infrastructure to continue to expand within the commodity marketplace and within the critical mineral space from more on the mining side and investment side into feedstock partners that can feed into Re-Element. And we have a team member that will drop down as CEO of American Resources when I go to be CEO of Re-Element Technologies and I'll stay as chairman of American Resources.

And last question then. For 2025, do you see ReElement starting to accelerate, maybe even have a hockey stick look to it when it comes to revenue?

We do. That's the beauty of – if you look at our technology at ReElement, if we were going to build a greenfield facility, over half of our CapEx would be in the building. Thankfully, we have a fully renovated building with all the infrastructure in place now. So now it's just about ordering equipment, which our team's working on a daily basis. The ability to drive value – I think we're the only player in the space that can produce heavy rare earth oxides today in the United States, let alone be able to do that in concert with producing battery materials in the same facility. There's nobody else that can do that. I don't think there's anybody in China that does that. So we're super excited about getting this equipment into Marion now that it's renovated and ready to go. And our team – the Marion team's actually been training in our Noblesville facility. So we do believe this could be a substantial growth. Obviously, it's about getting the equipment, getting the equipment installed and ramping up production as aggressively as we possibly can. And we're confident that in 2025 we're going to see – it'll be probably the middle of the later 2025 as we get Marion fully producing, let alone the initial pre-processing that we're doing there as early as this year that we can continue to expand production, but getting Marion fully producing will generate a substantial revenue.

Our next question is from Steve Segal with KBB Asset Management.

I was just wondering, you probably kind of answered this already, but is there anything that would be stopping getting Marion going more as far as the financing or the feedstock? And also, if everything goes according to plan, do you think you'll be generating the potential revenue or good revenue like sometime in the third quarter next year?

We feel extremely good about it. One, the feedstock has been building dramatically. Our sales teams are doing a great job for sourcing feedstock partners. And so, now it's just about getting the equipment and getting it installed, especially now that we've got some initial closings on the convertible debt round, as well as the bond offering that we're doing that really lights the fire under the production. You need equipment to be able to produce product. And our equipment's about a third of the cost of a traditional [indiscernible] and extraction facility, but it still costs money. And so, we want to use non-dilutive financing to do that, which is what we're doing. And now, it's about getting all that equipment installed and continually ramping up production between the two facilities and then moving all that production to Marion, which will show substantial growth. And third quarter of next year is – I feel highly confident in that.

And also, just curious how you feel about – I know you see a lot of power deals for the hyperscalers to use clean energy, Amazon using nuclear, all this stuff. Do you think eventually you can play that card to get more business into ReElement because your process does not involve burning the environment as much as the chemicals does?

[indiscernible] is not good for the economy, right? You still have some companies trying to raise money and become hydro-net recyclers in the US.

Yeah, hydromet uses a lot of chemical. It's not very cost effective. It's not versatile and the recovery rates of the materials are quite low. We're recovering greater than 95% of the material that goes into our facilities. The nice thing about our technology is it's chemical light, which makes it environmentally sensitive, which also makes it cost effective. People care about those things, but really people care about cost. And when it comes down to it, we've got to produce an affordable product that people can actually buy. But no hydromet hydromet facility in the United States. And honestly, I would say throughout the world can compete against our cost structure. Now we got to get our facilities built. That's the focus. And that will drive production. Now the demand side of what we're seeing is, one, it gets processed in ReElement facilities or it gets processed in China or Korea. And as you start to see this domestic supply chain, and we think the new administration coming in is going to be laser focused on national security supply chain, that's a great thing for us, and it's a great thing for our country. So we're extremely excited about the evolution of this marketplace and what we can bring to the table in terms of producing rare earths, as well as critical minerals for the military, but also for our commercial customers that need a product that they can afford.

It's Mark LaVerghetta. Just to add to that too, and Mark mentioned it in some of the prepared comments on the letter when we talk about the challenges around traditional solvent or hydro-based refining, that'll continue to manifest and those challenges will manifest over the next five years. And really, what you and the rest of our shareholder base, it's important to continue to reiterate and understand is the powered by Re-Element solution that we have is, other participants, meaning other processors, other refiners, other recyclers, other miners in the market that can extract, can aggregate material, but don't have that final stage separation purification for finding. We can efficiently be deployed into their flow sheets to basically achieve their objectives, achieve their goals to produce high quality, high purity products for the downstream manufacturing here as it continues to develop in North America.

Our next question is from Michael Samuels with Berthel Fisher.

Just two quick questions. When do you foresee the Novusterra and the American Carbon going public? First part of next year? I know originally you were looking at the end of this year, but I was just curious on that.

The Novusterra has got the first S-1 approved. I met with the team yesterday on that. They're eminently within the next few weeks, is what I've been told is getting ready to try to get the next S-1 approved. The focus was initially to get it listed. Now the focus is to get it listed on to a national exchange. One, they've had great success with their military-based partners and think there's a lot of growth potential on that business line, and I would agree. So they've been working on the selling shareholder S-1 with a underwriter to list it onto a national exchange. That's taken a little bit of extra time due to that process versus just doing a self-directed under listing. One, the SEC just approved their selling shareholder S-1, which enables it to qualify for the NASDAQ or the New York. And now working on the new issuance one will enable it to – with the underwriter will enable it to set the valuation for the senior exchange listing. And that just took a little bit extra time, but we're confident in what they're doing and where they're going and their process. And obviously, as I wish, I wish everything would go faster.

Same with American Carbon?

American Carbon, yes. So American Carbon, we distributed a part of it. We're actually talking to a few underwriters. We've been approached by a couple of different SPACs. I think we're leaning away from the SPAC route. Just honestly, it's kind of a broken market right now. And so, working with an underwriter, we actually had a couple of investors that proposed offerings to us. And so, we're evaluating those as we speak. We also had to re-audit all of our subs. So we are pursuing litigation against our previous auditor because it's cost us money to re-audit all the subsidiaries as well as obviously our holding company, which we've done. But it's slowed us down substantially. We had an approved Form 10 – or one comment away from the approved Form 10 for listing American Carbon, which is now American Infrastructure before our auditor got disbarred because they took on like 300 clients without telling us, which is frustrating. And so, we are, one, we're pursuing damages for that, but then two, it's slowed the process down because we had to re-audit all of these subs that we were spinning out again, which is frustrating. And thanks to the hard work of our financial team, we're getting that done. But, yeah, the goal is in the early part of next year to get that done. And we're still being approached by people with obviously – the Trump administration doesn't hurt the fact that we are a metallurgical carbon producer in the United States. And now we've had interest from investors and potential acquirers. Again, we'll see where those go.

The second question is I didn't hear anything today about Africa. Are we still pursuing Africa?

Yeah, absolutely. We had – a sovereign wealth fund from one of the African nations was in our facilities last week, was presenting at Purdue University last week. Ben Kincaid leading up the charge. We also have an individual in Africa that is looking to join the team that'll be in our facilities next week. We bring a very, very valuable technology to Africa. We're the only players that can deploy technology locally. China won't do it. That gives the United States an ability to compete head to head, is that we're bringing something to the table versus just throwing money at problems, which is what China does. We are able to bring a technology to enable local refining and creating jobs in a middle class within Africa. So we are absolutely 100% focused on that. We have some investors that are looking at the ReElement Africa division in our facilities here in the next couple of weeks as well.

Our next question is from Mark Stone, private investor.

What portion of the ReElement distribution is going to be retained by American Resources, if any, after the special dividend?

Yeah, the target amount is 19%. So, every investor will get their proportional share of percentage ownership and what they own in American Resources in ReElement. But American Resources is targeted to retain 19% of ReElement.

All right, that answers that. Regarding the American Infrastructure and Novusterra, major exchange listings, do you meet the minimum share price requirements for such a listing?

Yeah, you'd have to get listed, so we do.

And what would that share price be? Because it looks a little bit dicey. Relative to the number of shares that are distributed in the value of American Resources, it seems kind of difficult to see how that's going to work.

Which company are you referring to?

Well, both Novusterra and perhaps also American Infrastructure, given the number of shares of Novusterra that were distributed as well…

Yeah, there's roughly 16 million shares approximately, I'm estimating – I don't have it in front of me – of Novusterra outstanding. It would have to be a minimum, to list on any senior exchange, it would have to be a minimum of $4 a share, American Infrastructure. Similarly, we may do a reverse stock split of American Infrastructure, not American Resources, but American Infrastructure with the goal of having it have a higher stock price, which will open up to more institutional investors as well. And we're targeting that with the investor base as we speak. American Resources does not reflect fundamental value of our subsidiaries. It just doesn't. We just closed on initial tranche of capital with ReElement at $150 million valuation, which is almost 2x current market price of American Resources. We think our stock is being held down by algorithms and hedge funds. We've reported one of them to the SEC. We believe they're looking into it, as we speak. We think there's a lot of gamesmanship taking place with these algorithms as we speak across the entire market environment. Now, we'll leave that to the hands of the regulators to do what they're doing, and I think they'll do a great job at that. But we don't believe American Resources is being fundamentally valued and that's why we're unlocking it by distributing to the underlying subsidiaries.

So just to make sure I got this right, are you looking at a potential reverse split fire or sort of at-listing on the American Infrastructure, but not needing reverse split on the Novusterra? That's correct. That's what we're looking at. Yep, that's correct. We want them to have a higher stock price, which will open it up to more institutional investors. Right now, algorithms are gaming stocks below $3 because institutions don't invest in companies below $3. Now we think we are confident in our transition and growth of American Resources that we'll get to a fundamental value and ultimately anybody that's short the stock will eventually have to cover.

Our next question is from Steve Martin, private investor.

I'm wondering if you intend or does American Resources intend to keep 90% of every one of your spinoffs?

It won't be exactly 19% of every one of the spin-offs, but it still holds Novusterra shares. It'll hold roughly 19% of ReElement. We haven't determined the appropriate amount yet of American Infrastructure. We will be distributing it to you. We haven't determined how much.

So there will be an announcement whenever you spin off any one of them, how many shares you will retain.

That's correct.

Each one of your spinoffs, they will be part of your royalty stream, each one of them?

No, not necessarily. American Resources has always had a royalty owed back to it. It owns the assets of the mining divisions, of the underlying subsidiaries of American Infrastructure. And so, that's different in terms of how it collects royalties down the road as mining commences. But that's been in place since day one. ReElement Technologies will not owe royalties back to American resources nor does Novusterra or any of the other divisions.

So how will American Resources make any money then?

Yeah, it'll make money from the royalty streams from American Infrastructure as well as it'll own equity interests in these different divisions. Plus our board has been working with – the individual that we're dropping down as a CEO, he has a strategic business plan in place on the commodity markets on the future growth of the business focusing on critical minerals and rare earth elements, but more on the mining side of it and partnering with on the commodity trading component of the business.

So do you see American Resources looking for any other companies, any other opportunities, or is this going to be what you spin off?

Nope, always looking for other opportunities. Always looking for attractive ways to create value for our shareholders.

So at this point, I wonder once you get them all spun off, the ReElement would seem to be the spin-off that's going to see most of the stock appreciation. Would that not be what you think?

I think ReElement is a unicorn. I've never been involved in a business that I've seen has greater potential than what ReElement has. We do something that nobody else in the world can do, and or at a cost point that we can do it at. From refining both critical minerals and rare earth oxides, especially doing being able to process heavy rares, as well as looking at the HPA market, copper market, the network that we're building and the partnerships that we're building at ReElement will unlock substantial value. And yeah, I do believe that ReElement is probably the most valuable component of our business, but that doesn't degrade the value of the other divisions either. I think they have tremendous value and opportunity as they get positioned and as they continue to execute upon their business plans.

So is there any estimate of a time when American Resources itself is going to be cash flow positive or even make some money?

We think when the mining businesses start up, the royalties that are owed to it and that have always been in place there, we think we'll make it a cash flow positive operation. One, the cost of them – the overhead of American resources, once ReElement is spun off, as well as American Infrastructure is spun off, it basically has no overhead. So it will use the cash flow that it gets to buy back stock and to make new investments.

And all of that depends on getting the mining business up and running.

As well as the business model that the new CEO is putting in place and the direction that he's taking it. And he's got some really nice relationships on the commodity side.

And then one last question. When do you think the mining business is going to get going?

We think pretty soon. They're negotiating with customers as we speak and working through a few last issues, but they are progressing on that. And we think it's eminently. I talked to our CEO of the division and our contractor at McCoy is ready to get going as we speak. And they're trying to button up the last few items.

So do you think the mining business going forward is going to be a profitable business?

I do.

It seems like – at this point in time, is it profitable to be in it?

So the structures we have in place, especially at Lane McCoy is we get paid top line revenue. So our costs – he takes over most of our labor costs as he starts commencing mining, and then we get paid top line revenue, royalty streams from him. So we have a very, very low cost structure. And I will say that I think the met market for metallurgical carbon is pretty decent right now, especially on the Wyoming County side, which is a mid-ball product. And I think you'll see strength in that. I think you're going to start to see quite a bit of an investment in domestic infrastructure as well as in the international market with China stimulating in a heavy way that I think there's – I think you're going to see some strength going into the mining market and to the met coal prices. I think we're in a good spot.

There are no further questions at this time. I'd like to hand the floor back over to Mark Jensen for any closing comments.

I want to thank everyone for joining today. Management is laser focused as we have been on making sure that we get this value unlocked, that we protect shareholder value, that we drive the business forward. I want to thank our team for the hard work and the dedication they're putting forth in terms of all of our divisions of making sure that we're positioned to capitalize on the markets as they continue to develop and continue to find their way. We are well suited to be able to accomplish that. We have a strong team in place. We have a lot of opportunity in front of us and we're thankful for the opportunity we have to take this business to the next level. And we thank all you for your support and look forward to talking to you in the future.

This concludes today's conference. You may disconnect your lines at this time. Thank you for your participation.

Greetings and welcome to the American Resources Corporation Second Quarter 2024 Conference Call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. [Operator Instructions] As a reminder, this conference is being recorded. It is now my pleasure to introduce you to your host Mark LaVerghetta, Executive Vice President. Thank you, Mark. You may begin.

Thanks, Alicia, and good afternoon, everyone. On behalf of American Resources Corporation, I'd like to welcome everyone to our second quarter of 2024 conference call and business update. We always welcome this opportunity to provide an update on our businesses and discuss our accomplishments we've made over the past several months and how we're uniquely positioned within the markets that we serve for American Infrastructure, American Metals and ReElement Technologies divisions. Also on the call with me today is Mark Jensen, our Chairman and CEO; and Kirk Taylor, our Chief Financial Officer. We'll provide some prepared remarks and then we'll get into the Q&A part of the call. But before we kick it off, I'd like to remind everyone of our normal cautionary statement. Certain statements discussed on today's call could constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from the results discussed in the forward-looking statement. When considering forward-looking statements, you should keep in mind the risk factors, uncertainties and other cautionary statements, which are laid out in our press releases and SEC filings. We also do not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. Lastly, for anyone wanting to ask a question today, I believe you have to dial in by phone to get in the queue. First, on the prepared remarks. And before we get into that, I'd like to recognize our Chief Financial Officer, Kirk Taylor again, as we continue to work through our recent changes and upgrades in our new PCAOB, registered public accountants. As we continue to execute on our strategic plan of action of unbundling certain assets from the American Resources Holding company, we're conducting current and past audits on each of our entities to prepare them as standalone companies as we've discussed in the past. We'd also like to thank our new PCAOB, registered public accountants at GBQ Partners for their hard work, timeliness and professionalism and enabling us to execute on their plan and meet our deadlines without having to take any further extensions. We strive to be transparent as possible with how we are positioning American Resources in each of our subsidiaries and the milestones that we are achieving. Looking back, it's been remarkable how far we've come and how fast we've done it since we first announced our ReElement Technology division only about 3.5 years ago. And we tried to recap our accomplishments on a quarterly basis and we find ourselves selectively choosing, which milestones to highlight. Our milestones are supported and driven by our substantial platform of assets, our groundbreaking intellectual property and technology and our best-in-class team. ReElement has positioned itself as a world leader in deploying efficient, low-cost and environmentally safe critical mineral refining capacity outside of China. We have positioned ourselves at the forefront in providing real critical mineral, refining and sustainable solutions to the world and to diversify away from a single source monopolistic economy, which is afforded by China. Our application of chromatographic separation technology to the industry enables us to produce high purity critical mineral products at high throughput and at a competitive if not lower cost than China. As much of the world is moving to develop a more diversified critical mineral supply chain, we are leading in providing efficient refining solutions to bridge upstream production and recycling to downstream manufacturing in a collaborative way. While a more diversified and resilient supply chain is still very much developing around the world as demand for critical minerals is increasing in a big way to meet the needs of our energy transition, national security and more advanced consumer technology applications, ReElement has put the pillars in place and leading the world in a more diversified supply of ultrapure manufacturing-grade critical mineral products. Our approach to the market includes operating and scaling our own facilities, including our Noblesville Commercial Qualification facility, our Kentucky Lithium Complex and our Marion Advanced Technology Center, as well as our asset-light powered by ReElement offering. Our ability to produce ultrapure critical mineral products solves probably the most complex part of the supply chain challenges and is bolstered by our great team, our extensive asset base and our breakthrough technology. And that really is the value proposition of ReElement Technologies. But we believe our current stock price does not properly reflect the value of ReElement or the sum of all of American Resources parts. We are confident in our platform of assets and the path that they are on to create significant shareholder value. From a corporate standpoint, our goal is to continue to execute on our strategic directives and continue to spin off the majority of both American Infrastructure Corporation and ReElement Technologies Corporation into standalone companies and execute on the de-SPAC merger between American Metals and AITR that we've previously announced. With that, I'd like to turn the call over to our Chairman and CEO, Mark Jensen. Mark?

Thanks, Mark. I appreciate it. And thank you all for joining today. We'll go through this pretty quickly here, but really excited about the position of where each one of our asset bases and each one of our divisions are currently positioned and where they're going here in the future. As we have stated several times, we are extremely well positioned within the divisions to create value for our shareholders and ultimately unlocking that value through the separation of these divisions. So the management teams and the shareholders can drive value from their respective divisions. Over the course of the last six months, we have been putting the puzzle pieces together to capitalize on the opportunities and the momentum across each of these divisions with the respective management teams. And I can say today, we are in a position to unlock that value and drive value for the shareholders, while also reducing the risk profile of each one of those divisions. It's important to understand and to reiterate, as we continue to undergo a growth from a consolidator and restructure of carbon operations to focusing on monetizing and deploying that asset base for growth and for cash flow as well as developing a technology and innovation hub that is truly revolutionary in terms of how critical minerals and rare earth elements are refined today outside of China and a cost structure that is lower than China. The stock price today does not reflect what we believe the value of the company is. And ultimately, we also understand that it's probably confusing in the public market today of how to value our company because of the three different divisions as they have grown and as we have positioned those business lines to be standalone entities. We look to unlock that this year. So our goal is for American Infrastructure and ReElement Technology to be separate companies by the end of this year. And our team, our financial team, our audit team is putting the puzzle pieces in place to enable that to happen, as well as American Metals to be its own standalone company through the SPAC merger, which valued through a fairness opinion at $170 million valuation. Our focus is on preparing and positioning this business for growth, building out the management teams to drive these businesses forward and to unlock that value and provide a clear, concise message to the market of what each one of these divisions can accomplish. Recently, we have distributed 25% -- approximately 25% of American Infrastructure with the goal of either merging the entity into an existing public company or getting it spun off through a Form 10 merger Form 10 dividend to our investor base so that American Infrastructure can focus on its own growth division of the business. Similarly, ReElement Technologies, our goal ultimately is for this to be a standalone entity. ReElement Technologies is having a phenomenal start this year and beginning of the second half of this year, where it's positioned itself as a premier refining technology company to the critical and rare earth element space. And we'll talk a little bit further about that here shortly. And then ultimately the de-SPAC merger with American Metals and AITR. There's a lot going on behind the scenes in American Metals, which we'll touch on a little bit of that today in terms of its positioning around the preprocessing and recycling of critical minerals as well as ferrous metals and other highly important electrified metals. Let me dive a little bit here into the American Carbon business line. As we've discussed, our core divisions of this business are focused on either signing leases or bringing these operations into production in the near-term. Our McCoy Elkhorn complex, we have signed a lease with an operator and our goal is to restart the mine this year, hopefully here very shortly in the near-term. This is positioned as one of the lowest cost metallurgical carbon, high-vol metallurgical carbon assets in the country. The efforts we put forth to reduce holding costs through reclamation as well as positioning and setting up these mines to bring in a top-tier operator, which we have done, to unlock this value will drive cash flow to the bottom line of American Infrastructure through a royalty-based structure, focusing purely on cash flow and reduction of CapEx required from us as well as operational risk. Our Wyoming County complex is probably one of the most exciting complexes and having done a tremendous amount of development off-site to bring that equipment on site to unlock this mine here in the near-term. This is a mid-vol metallurgical carbon operations, one of the few, if not the only greenfield mid-vol mines in the country that can be deployed in a low CapEx model. We are also in negotiations with a multinational customer that has expressed interest in buying 80,000 tons a month at a very attractive price from both the McCoy and Wyoming County complexes. They'll be in town to our offices here this week to further those discussions with the hopes of putting that deal and getting that deal put in place, along with some other opportunities we are working on to drive near-term revenue growth for our Wyoming County division as well as our McCoy complex. By blending these two products together, you're creating a premier met carbon quality of product for the steel mills across not only our country, but also the world. Furthermore, at the American Infrastructure division, we have our rare earth element component of the business. The Wyoming County complex has had third-party verified characterization of rare earth elements of over 550 parts per million from unconventional resources by far and above the highest rare earth concentrate that we have seen from any carbon-based feedstock in the country. There's been other players within our industry that have announced it closer to the 400 level, but 550 parts per million tied in on the back end of an existing mining complex going into production here in the near-term is the most economical resource we've seen from this and being a byproduct we'll be able to generate cash flow because we're not developing it solely for that. We're developing it to produce mid-vol met carbon to the steel industry and generating value from the rare earth elements as a byproduct off the back end of that processing plant. We hope to have some very positive announcements coming out of Wyoming County and McCoy Elkhorn here shortly. We're also entertaining leases for our Perry County complex as well as our Dean complex once we get through with the litigation we are pursuing against our former lessee. Let me dive here into ReElement Technology. ReElement Technology, we started off many years ago focused on the ability to produce rare earth elements from carbon-based materials. And then when we secured the technologies from Purdue University, we've expanded that footprint substantially to the highest value denominator within the industry. And now focusing on rare earth ores from end of life magnets, rare earth oxides from end of life magnets, rare earth oxide from rare earth ores as well as battery ores, lithium spodumene, cobalt, nickel from end of life batteries as well as from the ore-based resources. What we have proven is that we can go head-to-head against China and produce rare earth oxides and battery-grade materials and a lower cost structure than they can in the competitive environment over the long-term. And we're going to continue to develop that technology and continue to optimize that technology to stay ahead of that curve. We've also proven the efficacy on concentrated brines. Lithium brines from DLE, we can take their flow sheets and simplify them dramatically. And we're working with a couple of members within the industry to help them achieve that to make DLE economic. What I'm super excited about is the direction that the business is going. We are running a hybrid model at ReElement. Our hybrid model is driven by the fact of building out our core facilities, our Marion facility, which has the ability to produce rare earth oxides as well as battery materials as well as our Kentucky lithium facility that will process lithium spodumene from lithium carbonate to the battery materials. From there, those are the ability to drive cash flows for our investors, but also demonstrate our technology to the world at highly commercial scale. Over the course of the last few years, we've been operating our Noblesville facility, to get our products qualified with various customer bases. On the lithium side, it takes about a year, and we're through that with a number of parties. On the rare earth oxide department, we've also been shipping oxides to our customers, which we are now either signing contracts with have signed contracts with or negotiating with. From there, further to that is developing our Powered by ReElement division. Powered by ReElement is effectively refining as a service, where we provide our technology and our team locally at other company sites to reduce their CapEx, reduce their OpEx, supplement their flow sheet or replace their flow sheet. The amount of interest we're having in this division is substantial. What's exciting about it is it's asset-light. By asset light, meaning our customers will CapEx the facility and pay us a services fee on top of that to deploy our technology for them, which enables us to grow rapidly and become the technology of choice across the critical in aerospace on the separation and purification step. The most complex step within this industry as a whole. And typically the most expensive step within this industry, we simplify that and we deploy it and ultimately replace those flow sheets permanently for the future. Our Noblesville facility continues to operate on a daily basis, producing lithium carbonate from LFP batteries. We are doubling the size of that facility and capacity of that facility here very shortly, if not tripling it, based on some minor investments that we can make. And that's the exciting aspect of our technology, either increasing our production trains or expanding our production trains at very low CapEx expansion points to increase our production significantly. Our Marion facility, we are at the point now where we're scoping equipment, ordering equipment, deploying assets to the facility to be able to start production here in the future for both, starting off initially for rare earth oxides. Our Kentucky Lithium site. We actually have our crews on site. They are delivering equipment this weekend to start the teardown of the former coal mining complex and start laying the foundation for our Kentucky lithium refinery. We're excited about the infrastructure that we're able to utilize there and the current attributes that site offers to us and the team that we have in place to be able to handle this facility. Our feedstock focus today is pretty broad. We are the only player in the space that can produce both heavy rare earth as well as light rare earth in a refined basis and we're going to stay ahead of that curve and be the largest producer of those in the United States from our Marion facility being able to process natural ores from hard rock lithium to rare earth ores from all over the world and be able to deploy those here in the local environment. Internationally, we have signed our MOU with Jupiter Project, probably the largest lithium mine in the world and they are currently in the development phase of that project with the goal of bringing that project on next year. Also in discussions all throughout Europe, having numerous discussions on both the rare earth and lithium side as well as South America, Canada, Japan and Australia. Our team is deploying, working on deployment of our technologies as the joint ventures through Powered by ReElement or through our existing facilities. But the full focus is to get the facilities generating cash flows and deploying our technology quickly this year. The opportunity to provide low-cost and environmentally safe critical and rare earth element refining around the world in a collaborative manner to meet the needs of the energy storage markets are abundant. The market is looking to us and more to provide solutions. Stranded capital, both on the strategic and finance side is looking for ways to unlock their capital and that comes down to the bottleneck within the world, which is refining. And we are highly confident that our technology and our suite of technologies will enable that to happen here in the near-term. ReElement's value proposition is unique. Our goal is to build into a multibillion-dollar business and we believe we are well positioned within our assets and our team to be able to do that in a low CapEx, low OpEx manner. American Metals is, as we announced, is doing preprocessing for ReElement. It does the dirty work of ReElement in a safe, secure way. It helps break down end of life motors, power tools. It helps break down batteries. It helps establish the partnerships within the battery recycling space through partnerships. We have currently signed the definitive agreements with the SPAC merger, AI Transportation Acquisition Corp, AITR, that will enable us to execute upon the separation of this division and grow this division. Prior and after the signing of the definitive agreements, we have been in numerous joint venture relationships throughout the not only the US, but also the world, including Europe as well as in India and looking to execute upon those joint venture agreements here in the near-term, which we hope to be able to share with you. The value of our individual divisions, we believe is substantially undervalued. At American Metals with a fairness opinion that was brought to us of $170 million would value the company at over five times the current market cap. We are currently pursuing growth and the capital we're pursuing at ReElement would value the company at over five times the current market cap and we have numerous Patriotic Capital Funds that have stepped up stating their desire to invest in the company and to invest in this round of capital that we're pursuing. American Infrastructure has equipment that we've acquired that has a replacement value of over $270 million from coal processing plants to underground equipment to surface equipment. The royalty model that we're deploying there is going to enable us to generate substantial cash flow and put the focus of our operating team on our Wyoming County division, which has a significantly attractive market to operate into today with the price of mid-vol coal versus our extraction costs. We believe that the current market does not reflect the value of our divisions. And ultimately our focus is on getting these separated so we can unlock that value for all of our shareholders. We remain very confident in our positioning of all of our assets and the long-term value they provide to our shareholders. We remain hyper focused on unlocking that value and working behind the scenes to get all those puzzle pieces put in place, including the reaudit of our numbers, due to the replacement of our auditor as well as the positioning within the regulatory agencies to get these businesses separated. The evolution of our company and the transition of our technology-centric business and approach is well underway and better positions all of our American Resources divisions for growth. We have ample liquidity and we do not foresee us needing to issue equity at the AREC level to raise capital. We will pursue subsidiary based financing that is being offered to us today should we need additional capital to unlock this value. We also continue to explore and work through the capital raise, which we mentioned at ReElement and are working with numerous Patriotic Capital Funds and understand the importance of our Department of Defense as well as our Department of Energy to source critical minerals produced locally in the US. And as the only refining company in the country that can refine both rare earth elements as well as battery materials, we are very well suited to protect and build our national security supply chain. I thank you all for joining today. I am highly confident in our ability to execute upon our business plan and excited about the progress we've made over the last few weeks, the last few months to position these assets and to drive cash flow here in the near-term to unlock the revenue potential of all of our assets. We look forward to communicating here in the near future and being transparent about the objectives of the business as well as the execution upon the business. With that, I'd like to turn it back over to the moderator for some Q&A.

Thank you. We will now be conducting a question-and-answer session. [Operator Instructions] Thank you. Our first question comes from the line of Jesse Sobelson with EF Hutton. Please proceed with your question.

Hi, everyone. A lot going on, but very interesting story here. I just wanted to focus in on the ReElement piece of the business here. Firstly, in the press release, you mentioned demonstrating the purification of rare earth ores at 99.5% or magnet grade. Can you explain how this grade for rare earth ores is different from something in maybe refining lithium to be battery grade? And secondly, can you elaborate on this demonstration conducted and was it at a commercial scale? And if not, what was the scale demonstrated? And what is the timeline to build this out and prove out this technology at a commercial scale? Thanks.

Yeah. Thanks, Jesse. I appreciate that. So what we've seen within our technology, and I'll work my way backwards on that. And hopefully, if I miss a point, please jump in and correct me or re-ask the question again. But the uniqueness of our technology and what we've seen so far is we scaled it up well over 1000x from lab scale that was originally developed out of Purdue University and obviously then further developed by us was that the efficacy of our technology is better at higher volumes and that's due to the surface area interface of our resins that we utilize. So we've demonstrated at commercial scale, we've been through the qualification process on the battery side. The quality that we produce on the magnet side for rare earth oxides at 99.5% purity, which is really what the battery guys need as well, it's 99.5%, targeting on specific impurities. But what we've produced for our customer was they sent us a sample. So it wasn't, we weren't out there procuring the ores. They asked if we could process their ores and they wanted a sample sent back to them. So it was a lab scale process, that they asked us to perform. And that's just the volume of material they gave us. And they were very pleased with the results that we gave them back at greater than 99.5% for both the light rare earth as well as the heavy rare earth, which is really part of the major problem we have within our country and there is no heavy rare earth production and we can obviously solve that for them. But we delivered that customer. That was specifically for a customer that wanted us to process their ores. The attractiveness of our technology and the CapEx side of our business is the rare earth ores is actually lower CapEx than our even the rare earth magnet side, which is still a low CapEx model. So it's we're excited about the results and excited about the position of that. On the battery side, 99.5 is what most people produce. 99.9 is a very easy product for our team to produce from a lithium carbonate perspective. Now we will produce what the customer wants. If they want a 99.5, we'll produce them at 99.5. Did I address all your questions there?

Yes, essentially it sounds like the production was based on their sample. And just in terms of scaling, there isn't really a timeline there. It sounds like you guys are ready to go once maybe the partnerships are in place in order to build the facilities needed. Is that fair to say?

So we're starting. I was actually just at our facility today giving a lithium spodumene customer a tour of our facility. But we are currently identifying the equipment with the goal of, in the next 30, 60 days, to pull the trigger on the first equipment that will be going into the Marion facility specifically for rare earth oxide production. We have end of life magnet feedstock arrangements with large Detroit Automotive, with a number of wind turbine companies such as EDP Renewables as well as power tool companies that we recycle those rare earth oxides from that end of life magnets. And so we're not necessarily waiting on them. We're moving forward as we speak to procure that equipment and get producing. The margins on rare earth oxides for us is extremely attractive right now in the market. And so we're moving as aggressively as we possibly can.

Great. Just one quick follow-up just on the technology itself and this is more of a bigger picture thing. We talked a lot about recycling and refining there, but there is a big push to potentially start working with, you know, brine lithium. Is your technology as applicable there as it is to, you know, the recycling side of the business we see today?

Absolutely. So we've actually worked with I think two DLE companies today that direct lithium extraction companies for the brines. And we significantly simplified their flow sheet. We reduced we took six steps out of their flow sheet to get to battery grade materials by doing so. And that's really where Powered by ReElement comes in, right? That's going to be the DLE side will be pretty much specifically a Powered by ReElement piece of business for us where they use our separation purification equipment in their facilities. We charge them a service for that and we lower their cost of production dramatically. It takes out all that precipitation and all the water extraction side of what they're trying to do.

Right. Cool. Great. Well, thanks for the details here. I will let you guys take some of the questions, but I appreciate you taking the time today. Thanks again.

Excellent. Great questions. I appreciate it.

Thank you. Our next question comes from the line of Heiko Ihle with H.C. Wainwright. Please proceed with your question.

Hey, there. Thanks for taking my questions. I assume you can hear me okay?

Yes, I can. Good to hear from you.

Awesome, perfect. Hey, that fairness opinion you talked about earlier that 6x the value. Can you give us some of the input factors used to derive that value and then also really maybe just a little bit more color on the fairness opinion, please?

I wish I actually could. It was not a fairness opinion that we paid for. So that was a fairness opinion that the SPAC itself put together. So we're -- that was -- we obviously gave them a full data room access of the business and the opportunities and the partnerships we have in place under the American Metals business line and they conducted that fairness opinion without any involvement from us, which ultimately is what you're supposed to do. So I don't -- we don't have a lot of the details around it. We've just seen the language that will be included in the S-4, which we hope to get filed here once we get the quarterly numbers for American Metals completed here shortly.

Fair enough.

If we get access to it, obviously, we'll put that out in an 8-K if we can, if they.

Yes, I think, you should. Because I think it will make you look pretty good if the numbers you're talking about come in the way they are and if the input factors make sense. Cool.

Yes. I will work with our lawyers. If we can, we will. I assume in the S-4 that there will be language around that, but that's a lawyer question, which I'm not.

Yes. I'm not one of those either. Fair enough. So in all these spin offs and all the corporate M&A that's rather divestitures and everything that's going on with the company, can you walk us through item by item how much cash has actually been brought in the door and how much more you're trying or you're assuming you're going to be getting, call it, between now and the end of the year?

Yes, I will do my best. So at ReElement, we have credit facilities which we have been operating on, we have received some revenues from customers such as our Japanese partner. But the ReElement division, what we are talking to the Patriotic Capital Funds about is between the $10 million to $20 million raise of which a soft circle most of that already at a significant premium to the current market. The uniqueness of the ReElement model today combined with tax-exempt bond and/or debt financing as well as customer prepays, that could be the last amount of capital we need to raise at the ReElement level, with the focus of the business turning to Powered by ReElement. And so that puts us in a really attractive spot along with the tax-exempt bond we have for Kentucky, which we hope to unlock here shortly through the development of that facility as well as the opportunity to bring that production line online as well as we are pursuing a tax-exempt bond for our Marion facility, which is probably one of the most attractive opportunities I've ever seen given we already have all the infrastructure and spend all the money doing that to build that facility out and have it ready for prime time today. The American Carbon division, we obviously are developing our complex and it will be a state-of-the-art complex within our Wyoming County division. We are negotiating with a customer today that wants to come to the table with a very big order and prepay for all of that revenue as well. So hopefully here in the near-term, we can provide some updates on that if it comes to fruition or not. But then also credit facilities we've had on the equipment leasing side and the ability to draw additional capital based on that. We have a significant asset base that's relatively unlevered at the American Infrastructure side of the business that we can continue to expand that business. But the uniqueness of the business is with where Wyoming is getting close to just finishing the face up and all the equipments being delivered there from an infrastructure perspective, there's not a lot of additional capital that needs to be spent on American Infrastructure at all. The McCoy complex is already set up. So it's not a -- it becomes from a one of the few mining companies in the met carbon space that's really not a mining company other than our focusing on our Wyoming division, which is the focus of the business, is a CapEx light model going forward, just generating cash flow streams by leasing out the core assets that we focused on developing over time. American Metals has been traditionally a revenue driver, on a relatively small scale from the reclamation side of the mining properties where we've cleaned up and reclaimed over $30 million of liability that we acquired through the eight acquisitions we've made over the last eight years. And then we are merging with the SPAC. We'll see how much capital stays in trust, but we also have credit facilities available for American Metals should we want to grow faster than the SPAC capital in itself. And the fact capital doesn't stay in trust or how much of it stays in trust. We're figuring that out as we speak. But the business doesn't need a substantial amount of capital today outside of what we just discussed right there. We have a low overhead. We don't have a significant capital need. The main focus is just getting equipment into our Marion facility as we speak and getting the Wyoming County division running. Does that answer your question, Heiko?

That's pretty comprehensive. I appreciate it. Thank you very much.

Awesome. Thank you.

Thank you. Our next question comes from the line of Bobby Genovese with BG Capital Group. Please proceed with your question.

Thank you, Mark. Thanks for the time today. Just to follow-up on Michael's train of thought. If you added up and I'm glad you've got your accountant on the line as well. If you added up the value of the equipment, the value of what you believe American Element's fairness of opinion is and the rest of the properties minus the debt, could you give the shareholders on this call a rough idea of what that asset base is that would be in the next audited financials and then we would be able to take that number, put it in today's share price and figure out with 80 million shares of the equipment alone should be valuing this company at $1.50 plus With the fairness of opinion from American Element, it should be a multiple of that going forward. But I just like to hear your accountant sort of you must have those ballpark numbers and the research you've had done on the company, when do you anticipate that being updated as well? Thank you.

I'll take a quick stab at it and Kirk wants to interrupt me, he can. And I appreciate the question, Bobby. So if you look at our equipment, one, they don't show up in our GAAP financials and happy to give anybody a tour of any of our operations down in Kentucky and West Virginia to see the infrastructure and the equipment that we possess. But how we acquire these assets, they don't show up on our balance sheet, because we bought them mostly through 363 bankruptcy sales. So we bought the assets and we bought them timely. We bought them in 2016 when nobody else wanted to. But the replacement value of these assets would be roughly around $300 million that on the new equipment we've acquired and put in place for our Wyoming County division. Now we have about $55 million counting or about a little bit less than $52 million, $53 million counting tax-exempt bond, which we have substantial cash under still as well as which we're completing the Wyoming County complex as well as about $8 million of equipment leases that is going down substantially over time. So take that roughly $300 million of replacement value, $170 million is the fairness opinion under American Metals. And then as I stated on the ReElement side, a minimum of $150 million valuation is what we're working with the Patriotic Capital Funds, as the initial value, which we believe is substantially higher than that based on comps. That would put it at roughly $600 million minus the $50 million. Based on 80 million shares outstanding, I'm not saying that should be the stock price, I'm saying those are the numbers that we believe the assets are worth and that's the focus of unlocking that value in the public domain and separating these businesses. So they're more clearly easy to understand business line everybody to invest in. But we do believe based on those values that we're substantially undervalued and we're not just sitting here saying that, we're putting action into work, putting forth the effort to create the action to unlock that value and realize that value, which we believe would still undervalue our ReElement division based on the growth profile that we have within the marketplace.

Thank you.

Does that help you? Is that clear enough or need more clarification?

No, I think that's it. I'm just like I'm sure the rest of the shareholders are little shocked with the asset base alone of the company where the stock is trading. And I think when the next research report comes out of the clarity and the next sets of financials come out to show this thing is actually substantially undervalued, but we'll wait till that point. But thank you.

Yes, absolutely. And I think also the, I mean, if you look at the ReElement side, we didn't expect to generate revenues from Powered by ReElement this year. Yet we're bidding on two projects already and have a third in the works that can generate a couple of million dollars of revenue just on the upfront component of it. Based on the demand that the market needs and really honestly the downturn in lithium prices is a huge opportunity for us because everybody is realizing that our technology is what unlocks that. So signing the lease with our mining customer to get them into production, working on this project, which could be substantial revenue on Wyoming as well as the revenue generation that's kicking in on the ReElement side through Powered by ReElement as well as building out the facilities to generate our own internal revenues beyond Powered by ReElement is substantial. And I think that's where we're focused on keeping our head down to drive this value for our investors and keep costs extremely low so that falls to the bottom line.

Thank you. Our next question comes from the line of Kyle Gallagher with Merrill Lynch. Please proceed with your question.

Hey, Mark. Good to talk to you again. Just wanted to kind of continue down that path of revenues on the rare earth side. You had mentioned, I think, in the call, you had said you were through the qualification process with some of your customers and entering into contracts for purchases, it sound like. Is part of you expanding the Noblesville location to be able to like fill orders and start realizing revenue? Or is Noblesville simply a qualification that really won't be revenue generating and it's going to be kind of all run through Marion?

Yes. Good question, Kyle, and I appreciate it. So, correct. The reason why we're expanding Noblesville is the sheer amount of volume of material that we're getting asked to test and also because we're getting POs from our customers that they want us to deliver product on. So we're expanding that to be able to deliver that product faster to expand our revenue base. Now the way to -- I wouldn't look at Noblesville as the focus for revenue generation for ourselves. The big return on capital we get is in our Marion facility. But if you look at the CapEx of a lithium refinery or a rare earth refinery, most of it's in the separation purification step, but ultimately for us, a majority of that's in the building and infrastructure because our separation purification step is very low CapEx. And so our goal with the attractiveness of Marion today is we have all of our natural gas finally installed, we have our water, we have our utilities installed, which could be a really long lead time item for most. But we've got renovated this building. We're finishing the roof here in the next few weeks, but that doesn't hold us back from ordering equipment from the section that we're moving into. That's where the revenues really kick in. If you look at the rare earth oxide line, we have, we're looking at building this out at a 2,000 metric ton a year rare earth oxide line with a payback period post start up commencement of operation in about two years. Today, based on average price, I would put it at about $160 million in revenue. And the only producer in the country that produces dysprosium as well as terbium from these products, which is in strong demand, let alone the neodymium and praseodymium that we produce from both ores as well as magnet material. That's where the revenue is really going to come from. But more importantly, I would also say Powered by ReElement. Most people are realizing that HydroMet doesn't work and the change in chemistry of batteries as well as magnets and everything else is creating a huge problem within the industry. And so a lot of people were scoping out building a HydroMet plant and now they realize they can't do that because chemistries are changing and now they're coming to us to help them design that process in a partnership way and to truly optimize everybody's flow sheets and make it simpler and better. And with that, we get near term revenue generation for ReElement and a very low risk way for us, low CapEx model for us. And we look forward to talking a lot more about Powered by ReElement over the next few months.

Yes. Are you able to give any sort of color or information kind of on kind of general size of some of the purchase orders? Like, I mean, is it a scenario where they just say, hey, we'll pay x per ton up to 1,000 tons or whatever the number is. How are generally those structured? And is there anything you can kind of give us more detail on what those look like generally speaking?

Great. And then just lastly, I just want to make sure I heard you correctly. Were you saying that you expect to start having Marion up and running and product going out the door in 2024?

Not Marion in 2024. We're starting to buy equipment for Marion now. We just got the facility rebuilt and renovated. Noblesville will, but then Powered by ReElement, we also believe we'll be starting to generate revenue in 2024, which is really the core focus of the business going forward. It's just coming together a little bit faster than we thought on the Powered by ReElement side. Marion will take a little bit of time to build out, but we'll start doing preprocessing in Marion and then build into full processing that could feed, the preprocessing could feed Noblesville in the meantime. But we're going to -- we're building it out pretty quickly and we'll get with the operational team and provide guidance on that once we get a little bit more clarity on it on the timeframe for Marion.

Great. Thanks a lot, Mark. I'll jump back in queue.

Excellent. Thank you.

Thank you. Our next question comes from the line of Mark Sloan as a Private Investor. Please proceed with your question.

Thank you. How does the American Metals back deal flow through to American Resources shareholders?

Yeah. So American Metals is 100% owned by American Resources today. Once we get a little bit further down with the -- once we get a little bit further down the path on the S-4, getting through effectiveness, we will distribute a portion of those shares to our underlying investors, which they will own, which will be a separate standalone public company. But the majority of that is currently or all of it is currently held by American Resources today.

What percentage are you expecting to be distributed to the shareholders?

I'm not exactly sure yet. I don't have to meet with the Board on that. I don't think the Board has dictated the amount of the percentage that's going to be distributed to date yet. But obviously, it'll be either have we'll either hold the value in American Resources or it'll be distributed. But once we get -- once the Board makes that determination of how much we're going to distribute, that'll be communicated through public press release as well as an 8-K.

How much of the total value of the SPAC is actually going to American Resources? So forget about the distribution. So how much is going to American Resources versus how much is going to the other side of the SPAC deal?

So they valued American Metals at $170 million. It ultimately depends on how much capital stays in trust. The sponsor will get a piece of the equity and then if the full $62 million stays in trust, then it'd be $170 million plus $62 million plus the sponsor shares. So roughly a $240 million, $250 million all in value roughly estimating. But American Resources alone, that $170 million value.

$172 million American Resources is humanized value.

That is the value that they have proposed to us and was in the definitive agreements.

Okay. So one other separate question. What is the time line on completing your 10-Q?

10-Q for American Resources?

For American Resources, yes, since there was a notice filed last week about a delay.

Yeah. It was filed today. Our audit chair was traveling, unfortunately, out of the country and we needed him to sign the -- our internal management team does not sign off on the quarterly reports. You need your audit chair to do that. He was unfortunately traveling overseas, so he was unable to do that. So we had to file the NT. Until he gets back.

All right. Thank you for answering my questions.

Excellent. Thank you.

Thank you. Our next question comes from the line of Keith Goodman with Maxim Group. Please proceed with your question.

Hi, guys. Most of my questions are answered. I just had a question about the Patriotic Capital as you called it or the I guess the potential of raising some money from Patriotic Capital Funds, I think is the way you described it. What is that capital going to be used for? That's directly for ReElement?

Yes, that would be that's a private so we're not raising as we stated publicly, we're not diluting our investors at the American Resources level. We would be doing subsidiary based financings for the division if we pursue capital. We have had a number of Patriotic Capital Funds, express interest in a structure that would value the business substantially higher than where it's at today. And we are working through that with them as we speak. But a Patriotic Capital Fund is a -- and there's three or four of them that have approached us that we've known in the industry that are trying to develop the national security supply chain and investing along that path. And so that capital will go directly into ReElement. The attractiveness of it is some of that will go into the Marion facility to buy equipment in the near-term, but most of it will be just working capital that sits on the balance sheet, add the cushion of capital on the balance sheet of ReElement as we pursue the spin off and get the company in its own separate public company. But there's the good thing about the business today, other than ordering equipment, there's not a huge need for capital at the ReElement level other than expanding the existing facilities?

So right now, you're doing testing. Thanks for that. So right now, you're doing testing on in Noblesville. And you're shipping at some point, you're going to ship you're obviously not charging for the testing that you're doing there. But if I'm not mistaken, you said you have a purchase order. That's changing. Okay. So you have purchase order or purchase orders, I think you indicated. I'm not sure. But that you're producing in Noblesville, obviously, it's a small facility. The goal is to get Marion up and running so you could produce larger volumes and charge for delivery of that or you're going to pivot and everything's going to become Powered by ReElement.

Yes. We're still building out.

Is it a hybrid? You're going to produce some and you're going to do Powered by ReElement?

That's correct. It's a hybrid. So we will -- so when we initially developed the model, and we moved towards the Powered by ReElement business offering, which we believe has huge merit and I can walk through that briefly here again. We initially said we're going to build our commercial facilities in Marion and Kentucky and that will be the ability to showcase the low cost, low CapEx scalability of our technology in a commercial environment to generate substantial revenues and cash flow to our investors. But more importantly from there is if we build additional production lines, we'll either do it with joint venture partners, we'll do it through Powered by ReElement or our customers will CapEx the additional production lines in Marion. And so our model is not to constantly go out every element of our model is not and any of our business lines for that matter is not constantly go out and raise capital to incur the CapEx risk. Our model is to deploy the uniquenesses of our technologies and let other people CapEx it because they need what we offer. And I will say that the interest level we're getting on that front from big multinational corporations to smaller players that are building out their flow sheets is substantial. So today, historically, we have never charged for testing. We are now charging for testing. We are now in a position of strength and more importantly, a position of collaboration with our partners and customers that we will start testing. If they want us to test and develop flow sheets for them, we will charge for that. And we're excited about the revenue potential of that, of monetizing our lab and monetizing our Noblesville facility in a very, very attractive way to be cash flow positive and not incur that OpEx cost ourselves going forward, unless it's a very unique circumstance. But also the ability to utilize Powered by ReElement as a way of supplementing and reducing people's CapEx on facilities they've already announced. And most people today most HydroMet facilities for lithium spodumene as well as recycled materials, HydroMet doesn't make any sense right now. One, you can't recover all the materials and two, it's really expensive to build and it's not flexible or versatile. Our technology is. And it's low CapEx, low OpEx. So we can step in and deploy our technology and their facilities, replace components of their flow sheet and make it more viable for them to be successful. So truly developing a collaborative environment to utilize our technology to unlock the national supply chain, but also the global supply chain. There's no reason our technology shouldn't be the refining technology within everybody's facilities and through Powered by ReElement, we can make that happen.

And you have indications from partners and customers that they're sort of on board with that?

Yes. And that's an outcome partners. I think that's the exciting thing about it is, it's not we're helping people want to do business with us because we can save them money. And people will do business with us because we can either save them or make them more money and get permits on what we're trying to accomplish where other technologies are pretty hard to do. So we're chemical light. But the interest level we've had since we've announced Powered by ReElement is amazing. And I will say the team, Chris Moorman and our team, Shane Tragethon, Jeff Peterson, Yi Ding have done absolutely phenomenal job of getting back to these partners that need a solution and working with them on developing the flow sheet to deploy our technology in their facilities.

Does it matter which political party gets into office in November?

No, not really. This is commercial. We don't rely upon we qualify for 45x. In this round of applications, we did apply for 48C. If Trump wins, he's probably going to kill the IRA. It doesn't really matter. We don't put that in our models. We don't I think it's a kiss of death to build a business based on subsidies, so we don't do that. We don't need it from a cost structure perspective. The we try to stay out of politics the best we can, and build a commercial enterprise that survives any administration. And I will say that no matter who wins, we need a strong national security supply chain. We don't have one at all today. From zirconium to niobium to rare earth elements to battery materials, we need to unlock the supply chain and make sure we have the materials here to defend our nation. And I think both parties recognize the importance of that.

So this isn't just about electric vehicles and demand being less, this is for Department of Defense equipment as well?

Yes. And energy storage, I would say, energy storage, given we are probably the only player in the space that can recycle LFP batteries profitably, which is what predominantly energy storages are provided by. We destroyed our energy grid in this country. We created huge variability, huge swings, which create high pricing pressure for utility customers, which is the individuals on taxpayers. We need to build out -- one way we could balance the disruption we created within the grid is energy storage. You could actually use it as peaking, nonpeaking, cut the top off the spikes in the energy prices. So the growth of energy storage, I think, is going to be robust, and that's LFP, which is really the heart of our battery recycling technology given we're one of the few, if not the only players in the space that can recycle on LFP battery very, very profitably even in today's environment.

Okay. Thank you. That's all for me. Appreciate it.

Excellent. Thank you.

Thank you. Our next question comes from the line of Steven Segal with KBB Asset Management. Please proceed with your question.

Hi, Mark. Thanks for taking the call. You've explained the ReElement a lot. I had one other question about it. Should we think of ReElement as like an asset light, it's just it would be your employees and you're just going out to different sites all around the world and licensing ReElement chemical processes and gaining some type of return on that? Will there be upfront fees and royalties for what's produced, do you think?

Yes. Thanks. That's, I mean, I will say if you asked me two years ago, when we first developed, and not first developed, but when we started commercializing ReElement Technology, we initially said broad ambitions of being the largest refinery in the world of rare earth elements and critical minerals. Not to say we don't have up there, but it's more through the Powered by ReElement component of it. And there's no reason for us to go replicate other people's flow sheets when we can supplement them. And in that process, we reduced our CapEx requirement, and we reduced the need to hire thousands and thousands of people. If people are already building the front-end processing from lithium spodumene or from rare earth ores or rare earth oxides, we can help supplement their flow sheet, deploy our technology and charge a service fee, not necessarily a license fee but a service fee to operate our technology within their flow sheets. That's really the focus of the business. Now in the near term, and the focus is getting our Kentucky lithium site up and running, which is very economic in today's markets still where most lithium processing are getting hurt by current pricing. We still have a very good cost structure and a lot of room given our processing cost as well as the -- on the rare earth oxide side in our Marion facility, very, very high margin, still at today's pricing. So it is a hybrid model. Our focus is on building these facilities out, making money, letting people come in and see them operate and then deploy our technology in their facilities thereafter. But it's becoming more of an asset light business over time.

Right. And then just a curious question, the Kentucky facility that you have the bond on and Marion, will they be kind of competing for the same material eventually? Or there will be different, won't be?

So Kentucky is focused on lithium spodumene, which we have a number of partners -- supply partnerships sits on that from all throughout the world. And then our Marion facility is focused on rare earth ores, rare earth magnets, feedstock as well as recycled battery materials. So they both will produce lithium carbonate but they're from different feedstocks. And the uniqueness is the contribution of assets, which we're doing in appraisal on our Kentucky infrastructure as we speak, that is being contributed to this project is substantial and enables this project to move a lot quicker from an empowerment, from piping, from infrastructure, from rail load out and all that stuff that we're able to utilize in our -- from our Kentucky site, to get that project up and running in a low cost way without respending that money again.

Got you. And then the magnets will be in Marion then, right?

Yes. Rare earth oxides from end of life magnets as well as from rare earth ores in Marion.

Okay, great. Thank you very much.

Excellent. Thank you, Steve.

Thank you. There are no further questions at this time. I'd like to turn the floor back over to Mark for closing comments.

Excellent. Well, one, I want to thank you all for joining today. I understand we have a lot of moving parts within the business. We hope to continue to streamline and clarify the objectives of the business of unlocking value through the separation of the division. Ultimately, we are very thankful for the efforts of our team and for our external partners as well that have helped us position the assets to where they're at today to unlock this value start to drive near-term revenue generation as well as to build the future of the businesses by creating business models that make a ton of sense in any economic environment, regardless if we hit a recession or don't hit a recession, we are very well suited to continue to grow the business and generate value for our shareholders. Please follow us over the next few months, we have a lot going on. We look to continue to provide transparency and communication to the investor base to help showcase what we're doing in positioning and growth of where the business is going. But I thank you all for joining today.

This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.

Greetings and welcome to the American Resources Corporation First Quarter 2024 Conference Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. [Operator Instructions] As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Mark LaVerghetta, Vice President of Corporate Finance and Communications. Thank you, you may begin.

Thank you, and good afternoon, everyone. On behalf of American Resources Corporation, I'd like to welcome everyone to our first quarter of 2024 conference call and business update. We always welcome these opportunities to provide an update on our business and discuss our accomplishments we've made over the past several months and how we are uniquely positioned within the markets that we serve for our American carbon, our American metals and ReElement Technologies division. Also on the call today with me is Mark Jensen, our Chairman and CEO, Kirk Taylor, our Chief Financial Officer, and Tom Sauve, our President. We'll provide some prepared remarks today, and then we'll get into some Q&A at the end for that part of the call. First, before we start, I'd like to remind everyone of our normal cautionary statement. Certain statements discussed on today's call constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from the results discussed in the forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors, uncertainties, and other cautionary statements which are laid out in our press releases and SEC filings. We also do not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. Lastly, for anyone wanting to ask any questions today, I believe you'll need to dial in by phone to get into the queue. We're also going to slightly modify the cadence of the call today, because it's been just about seven weeks since our last call and update. With that, I would like to first address and recognize our Chief Financial Officer, Kirk Taylor’s efforts in quickly and successfully responding to the situation in regards to our previous accounting firm, B.F. Borgers, and their permanent suspension from practicing before the Securities Exchange and Commission as a PCOB registered public accountant. We were made aware of this situation just on May 3, and Kirk and our team responded quickly to meet our deadline for filing our quarterly financial statements. In light of the extremely tight timeframe, the SEC did just issue exempt of relief for the affected registrant, which is about over 300 companies from our understanding, and an additional period of time to hire new qualified independent accounting firm and file their financial information with the commission. We'd also like to thank our Board of Directors and our audit committee for responding under an unprecedented short time frame to allow us to engage our new qualified PCAOB registered public accountants, GBQ partners. The quick response, the time, the focus of our board and our team allowed us to run an extensive process to meticulously interview and evaluate multiple PCAOB registered public accounting firms that can handle the growth of our platform of infrastructure supporting assets and operations. Lastly, we'd like to thank GBQ partners for their hard work, timeliness and professionalism in enabling us to meet our deadline without having to take any further extensions. I think this situation and how we were able to respond exemplifies the strength of our board and team in getting things done. The accomplishments we've made, especially in the critical mineral industry with ReElement technology, showcases how far we have come in a relatively short period. ReElement has positioned itself as the world leader in deploying efficient, low-cost, and environmentally safe critical mineral refining capacity outside of China. We find ourselves at the tip of the spear in providing real critical mineral refining and sustainable solutions to the entire world and to diversify away from a single source monopolistic economy. And that really is the true value proposition of ReElement Technologies. We strive to be as transparent as possible with how we are positioning American Resources and each of its subsidiaries and the milestones that we achieve. Looking back, it's remarkable at how far we have come since we first announced our ReElement Technologies Division just about 3.5 years ago. We try to recap our accomplishments on a quarterly basis and find ourselves very selectively choosing which milestones to highlight. Our milestones are supported and driven by our substantial platform of assets, our intellectual property and groundbreaking technology, and our best-in-class team. From a corporate standpoint, our goal is to continue to execute on our strategic directive and spin off American Carbon Corporation and ReElement Technology Corporation into standalone companies by the end of this year. With that, I'd like to now turn the call over to our Chairman and CEO, Mark Jensen. Mark.

Thanks, Mark. And thank you all for joining. I'm going to keep my remarks relatively short today, but feel free to ask any questions as we've just heard what we said and we try to be as transparent as we can with our public communication. From a corporate level, I couldn't be more pleased with the positioning of our various divisions and the efforts that our team is putting forth in this transitionary period of time as you recall our strategic committee from our board headset a game plan of spinning off the various divisions. We accomplished that with our Nova Stare interest which all shareholders should have those shares in their account. If they do not, check with your broker. We understand that there could be some short interest out there that is still holding shares that haven't been delivered to certain accounts. It takes a lot of effort to prepare these positions as stand-alone entities, setting up the agreements, setting up the positioning of these assets to be stand-alone companies and the management teams of them. So we're excited about the position of where we're at and the efforts that our team is taking forth to accomplish this in short order. American Carbon, we've announced our record date and our distribution date. The nice thing about American Carbon, we have a phenomenal CEO in place of Charles Thompson, born and raised in Pikeville, Kentucky, in the heart of our mining assets, which is where American Carbon really is a permit holder. So, spinning off those permits to be in a position to operate very lean and efficient is a very, puts it in a very strong position with the equipment that was then leased to it from American Resources, makes it a very streamlined operation, as well as with these bond releases that we're getting. So we're preparing them for low-cost operations, post-spinoff work and ramp-up operations as a standalone company. Secondly is our ReElement Technologies spinoff. We, within the next couple of weeks, will announce the record date, as well as the distribution date for ReElement Technologies. And we believe these need to be standalone entities where their positions can grow and really operate within that realm of the business. And then American Resources, the holding company, can execute upon its vision. We have some neat announcements of where the business is going from a holding company perspective and the future operations from commodity trading to investing into the magnet and battery supply chain and the commodity markets of investing in these mines that then can partner with ReElement on that refining capacity. As well as we have identifying management teams for American resources post ReElement spin out. And so we're really excited about the progress we're making there and the opportunity that's going to offer for our investors to own these individual pure play opportunities within the marketplace where we believe on a separated basis will trade at a significantly higher multiple than where they trade today. And simpler stories trade well in the markets, especially smaller companies, and will enable the companies to be positioned for growth, the teams to be motivated by the equity which they own in those as management teams own a significant stake within the interests of the companies and themselves. Quickly, I'll dive into American Carbon. American Carbon, as I mentioned, owns the permits around the mining operation. We are very quickly in the midst of spinning that division off and distributing those shares to our underlying investors with the goal of ramping up those operations, predominantly focused on Wyoming County Coal, significant development taking place there from an equipment perspective and from a face-up perspective, being on leash there to finish that face-up, to put the mine into production, and then also the equipment that we've been procuring for that operation and rebuilding that equipment and staging that equipment that we can be delivering into Wyoming very shortly. It really excited about the quality of that most highest quality coal that feeds the steel industry that's produced in the United States from a mid-vault perspective, low sulfur, really attractive. And then our McCoy Elkhorn Complex, the perfect blend product actually for Wyoming County being a high-vault product and very high quality there as well. We're excited about the opportunity there and then continually looking at either selling pieces of the American Carbon division and evaluating offers that come in and making sure that these individuals can close. So we're still in litigation on the non-payment against our dean complex. We are filing statements to get that resolved, to get our money from the people that claimed they were going to buy it, and working aggressively with our attorneys on that. And then evaluating the other offers that we're seeing on these properties to make sure these individuals can actually close when they sign the agreement. Very excited about our Jamaican iron ore diversified mineral complex that we acquired. The iron ore, vanadium, titanium reserve that's present there working with the local operating team, a phenomenal team that actually came out of the coal mining industry many, many years ago that have moved to Jamaica and are well positioned to help us ramp up that complex. So that one we hope to have some really significant developments on here shortly. It's a huge reserve, a low cost base being in the Sands Complex, not hard rock, so there's less pre-processing that's needed there, and it'll enable us to move pretty expeditiously on getting that complex up and running. Furthermore, the American Carbon Division does have the rights to the pre-processing and concentration steps of re-element on the rare earth element side. So Wyoming County Coal, we're excited about the preliminary results and have come back on that. I would say some of the highest rare element characterizations in the carbon industry that we've seen at 500 parts per million verified by our independent third-party lab. There's been results of what [Indiscernible] has been doing in Wyoming, the reserve base we have in Wyoming. We're not mining this material. This is coming from tailings, so we don't have the extraction cost that they have, and we have a higher parts per million than what they have. So we're excited -- hopefully they're super successful. We'd love to refine their product at ReElement, but at the same point, we're tackling a product that's easier to produce, lower cost to refine, and a higher quality product. So we're excited about pushing that forward. And then also, obviously, significant reserves within Kentucky that we can tackle as well on the rare side from carbon waste, so long as you monetize it with byproducts. You have to do that. We're tying that to our mining operations to enable it to be cost effective and be a supply chain partner to the domestic national security supply chain. ReElement technologies, a tremendous amount going on in ReElement led by the operational side with Jeff Peterson, our Chief Operating Officer has done an absolutely phenomenal job of positioning the business for success, positioning the business for growth. What's really exciting about it is the versatility of our technology and the cost structure of our technology, meaning that we can refine critical minerals, rare earth elements, and very, very cost-effective structures. And we're starting to see the interest level from the U.S. markets, where historically all this product and all these concentrates and black mass and materials have been sent to China. I think with the current tariffs that just got put in place, that's a huge tailwind behind our back that's helping drive this industry forward and putting us in a really nice position given we're one of the only refining technologies in the U.S. that can operate at a lower cost structure than China. And we're showcasing that on a daily basis today. The facility operating LFP black mass, we just got big samples in from our partners at Duesenfeld, as well as another one of our partners in Canada, which we're excited to continue to process that in our Noblesville facility and continue to expand the production capacity in our Noblesville facility, including bringing in a new oven this week. That will enable us to increase our capacity pretty significantly, and we'll continue to do that in our Noblesville facility as we get ready to unlock our Marion facility, which we just got a certificate of occupancy for. Noblesville is a 7,000 square foot facility. We can produce per square foot a significantly higher multiple materials than any other refining facility in the world. Our Marion facility is 400,000 square feet under root 42 acre campus rail load out on site, as well as significant number of other logistics from the trains -- truck side. That'll enable us to run at full capacity to be a true supply chain part in our rare earth element side, as well as the battery material side, from lithium to other materials, like cobalt and nickel, that we can process in that facility. We're also excited about the feedstock capabilities of our technology. So it's not just one material. It's not just black mass. It's not just end-of-life magnets. It's not just lithium ores from spodumene or rare earth ores, which we now have access to as well, that we secured that. The final stage, the exclusive rights to all feedstocks, all elements for our technology today worldwide from Purdue University, a phenomenal partner of ours, but also have recently been processing brines, testing brines within it and the efficiency and efficacy of our technology to significantly simplify the flow sheet from brine producers. Producing from brine, you have to take a parts per million or parts per billion material and concentrate it. It's very challenging. We can help them significantly reduce their cost structure by bringing in our technology on the separation purification step to make lithium carbonate, lithium hydroxide cost effective from brines, not only in the U.S., but also worldwide. Furthermore, we've launched recently our Powered by ReElement division. Powered by ReElement, you can think of as a JV partnership with all the different refining or recyclers out there, where we offer that separation purification step, really the heart of what we do at ReElement, to these partners to unlock their business model, but also make our shareholders money, complete the supply chain, help us grow more expeditiously, and move faster to truly get refining capacity not only in the U.S. But worldwide up and running faster to compete head-to-head against China, which we can now do. So we're really excited about that product offering. It's a product offering that we believe can generate significant revenues in partnership-based models with reducing our CapEx or capital needs. Our Noblesville facility, as I mentioned, our customer qualification plant, validation plant, we've been in -- we're in validation with over, over a dozen companies today where we've sent lithium carbonate to those customers. It's a fairly long qualification process with battery producers. We're also very excited about an MOU we're signing on the technical grade of lithium as well, which is a much faster process to start moving revenue forward quicker with a partner out of Europe that we're going to be very quickly moving forward with. Our Marion facilities, as I mentioned we got our certificate of occupancy, working on project financing tax exempt bonds, very similar to what we just did with the Kentucky lithium. Have a phenomenal partner in Hilltop Securities with that. That's helped us finance our Wyoming County facility, helped us secure our $150 million for our Kentucky lithium facility and now working on our Marion tax and [Indiscernible]. And just a really strong partner, one of the best companies I've worked with in the space on the financing side of creatively working in the best interest of our shareholders. So I'm really excited about working with them and excited about what they bring to the table here. As I mentioned, we're starting to see a significant number of feedstocks come in. So black mass, LFP black mass, which is unique. Most people can't make money at it. We can. The NMC black mass, uniqueness of how we efficiently tackle that to produce the products needed and then the magnet black mass. We have a number of different magnet partners that we are working with and taking product in from power tools to the automotive manufacturer that we work with here domestically, that's supplying us magnets on a monthly basis as we speak. So we're building significant feedstock to meet the demand of the customers we're seeing on the rare earth oxide supply chain. And there's some really great companies in the U.S. that are building out that supply chain and we're in, obviously, USA Rare Earth, AML. AML is a phenomenal company, really neat technology, but there's multiple other companies that we're working with as well that are needing these oxides to supply the base and not only commercial but also national security supply chains. And then international, international side of ReElement. So we're not, ReElement technology is not just for the United States. It meets the needs of the globe. And honestly, it should be used throughout the globe. It protects the environment. It drops cost structure. It makes the electrified economy affordable. So we're excited about the development that's taking place on the international level, specifically in Africa, making tremendous progress there. We had some phenomenal visits in Nigeria. We have a great partnership that we're developing in Nigeria with a massive reserve. We visited the mine. We're really excited about the developments there and think we can get to a partnership very, very quickly that we can bring to the markets and share what we're doing there. But it's one of the largest reserves I've ever seen, probably one of the largest reserves in the world. And so really excited to work with this team, just a phenomenal partnership, phenomenal team, as well as looking at cobalt ores in Africa and some other unique product mixes like niobium and some of the other ones that we're working with in the African continent. Really what the key of ReElement is, is we provide low cost, environmentally sensitive refining. Now, obviously, environmentally sensitive is a key word, but what's nice about our process is we're chemical light, we're energy light, and we're water light. And so not only is it environmentally sensitive, but because of that, it makes it really cost effective. The ability to produce lithium carbonate at around $5 a kilogram, where you saw a drop below 13 and all of a sudden people started shutting in production. We have a natural hedge built in place because of our cost structure of our technology. Producing rare earth oxide that's sub-$12 a kilogram at scale enables us to compete head-to-head against China, so that when China hammers the price which they're going to do, especially with these tariffs, we can survive and thrive where a lot of our competition is going to be struggling. So we bring that low-cost structure to the table to create that natural hedge and then natural value proposition. Our goal is to really focus and drive home ReElement and the ReElement product line and the ReElement offerings. We believe this is a multi-billion dollar company. We believe the technology is a platform technology. We believe we have a phenomenal team in place, a phenomenal board in place at ReElement that will fare really well as a standalone company that will help drive this business forward in the United States, but also globally. And so really excited about where we're positioned within the environment. We're relatively early within it. Not a lot of focus on refining in the U.S. today, despite the desperate need for it, but it's starting to come to fruition very, very quickly. And we're right in the heart of that, right in a sweet spot to capitalize on that opportunity. In closing, we remain extremely confident in the positioning of all of our assets and the long-term value that they provide to our shareholders. We remain hyper-focused on unlocking that value. We have ample liquidity and don't foresee us needing to issue equity at the AREC level at these prices. We continue to explore equity partners at the ReElement level, at the American Metals Division, as well as the American Carbon Division on the operating basis that can help grow the businesses better, faster, stronger. Always look at unique opportunities like our tax exempt bond financings to bring in capital and to do that in a non-dilutive fashion. With that, I really thank all you for joining today. Kept it a little bit short, but happy to answer any questions that you may have and look forward to some very real-time communication that should be coming out of our business from progress that's taking place as we speak over the next few weeks and look forward to getting these businesses separated, so that we can focus on driving that value and unlocking that value for all of our shareholders. With that, I'd like to turn it back over to the moderator for some Q&A.

Thank you. And at this time, we'll conduct our question-and-answer session. [Operator Instructions] Our first question comes from Heiko Ihle with H.C. Wainwright. Please, do your question.

Hi, Mark. Thanks for taking my questions. I assume you can hear me okay?

Yep, I can. How are you doing, Heiko?

Hey, American Carbon at the Wyoming County Coal Project there. You've got this $45 million tax exempt bond that funds some of your expenditures. Any idea of how much of these funds have been spent?

Yes, so roughly around $20 million of them have been spent to-date. And so that's buying the equipment, developing the property, positioning the prep plant, securing additional components to expand that prep plant. So we have quite a bit of liquidity still on that project.

Okay. And conceptually, how should we expect the spending of the other $25 million?

Yes, so here in the next few months, finishing the development of it and then putting the mine into production. So our goal, and I'm just being transparent, I mean, Wyoming is a different beast with the taxes on bond it's focused in getting that in production as soon as possible working through some nuances around the permits and some new regulations that came in around permits of salamanders, which is a new thing for us. The -- in the streams around there, which we don't have, so it's a good thing for us. But Wyoming is focused on going into production as soon as possible. We've been focusing on getting American Carbons spun out before we ramp up the balance of the carbon operation. So in the meantime, we've been doing a lot of development and cost reductions, reducing bonds outstanding, positioning the assets, focusing on the most highest value assets as we bring these back on post-spin out.

Fair enough. Speaking of spin-off, great lead over to my next question. Any idea what the cash costs for the ReElement technologies in the American Carbon spin are going to be? In other words, how much of a check do you have to write for legal expenses, consultants, I have no idea, all the people that got their hands out?

That's a good question. We try to reduce those expenses. We're a pretty experienced team. We have great lawyers that work for us. We have great auditors that work for us. We had to push back the American Carbon distribution, because we do have to do some audit work on that because of the B.F. Borger situations, which we are evaluating options there of what we do from a damages perspective. To make sure we protect our shareholders in the best way. But we don't think it's going to be overly expensive. I mean, we work with our transfer agents. We work with the different exchanges and/or the relisting of these companies if they do spin out in the private environment. But the -- it's not an overly expensive process. There's just a lot of boxes you've got to check. And so it's working through the nuances of that. We've obviously just did it with Novusterra so we're very familiar with the process and we're working through that as we speak with American Carbon and working with our transfer agent on that, as well as the ReElement Technologies Division.

Well, you wouldn't be willing or able to give me a number?

I mean, sub a quarter of a $1 million.

Oh, okay. Got it. Okay perfect. That makes sense, go ahead?

Yes, I would say sub-$1 million. I mean, so there's a little bit more that has to go into it with the new audit work, but other than that, it's a pretty low-cost process.

Oh, more in my head, I had a number that was a multiple of that. So that's actually very helpful and quite reassuring. And with that, I'll get back in queue. Thank you so much.

Yes, absolutely. And well, I'll say that one add on to that, Heiko is that, I mean, we're equity owners. The management team, the majority, the executives of the company are some of the largest owners of the company or are the largest owners of the company. So we look at it as it's our own money and that's how we treat this business from day one is that we try to protect it for all of our shareholders so we all win together. So we don't like to pay fees if you don't have to, but we like to do things the right way as well and make sure we're following, I mean, like with this region audit stuff, bringing in the new auditor, I mean, just a phenomenal group to work with, extremely professional. And so we're excited about that change, but excited about making sure that when we're spending money, it's being spent in a way that tries to maximize the value for all of us.

Thank you. [Operator Instructions] And our next question comes from [Mark Stone] (ph). Please go ahead with your question.

I'd like to inquire about the trading status of the Novusterra stock that was dividended out a little over two months ago. I have no evidence. The shares were placed in my account right away, but I have no evidence, if any actual trading symbol or that there's actually any trading available? Can you comment on that?

Yes. As of now, there is not. So it's not a public company. It's a private company. But you are an owner of that company. The company is as filed on S1 and is now responding to those comments on the S1 with the goal of listing on the public environment. Obviously, there's a separate management team in place there, separate board, and they're working through that process. We're excited about the developments on the operational level of Novusterra with the Army and Air Force contracts through Canai Defense and the development of the technology. But they're working through the public listing process. And I anticipate here in the next few months them refiling the comments to their S1 to expeditiously pursue the public listing.

So can you comment on what that process is going to be for American Carbon and ReElements? Will those be traded right away after the dividend or some others can go happen?

We are working on that. So we're working on -- working with different exchanges, working on getting the financials re-audited from the B.F. Borgers situation. I can't give 100% clarity on it, but the intent is for them to be publicly listed.

Okay, so is it actually prudent to make a dividend prior to the actual availability to go immediately into a trading status?

Yes, I believe so because I believe it maximizes the value of the companies. I mean, at the end of the day, it’s -- the focus is on maximizing shareholder value and that puts the businesses in the best operational position for success. So we do believe it does and the board does.

I guess I'm really asking because of the Novusterra situation. So I guess what I don't want to see is significant value of American Resources is spun out and now those kind of stocks are kind of owned, but not traded that has implications for the liquidity of the stockholders of American resources?

It does, well I mean American resources obviously is still on your stock there so you have liquidity within your position that you have. The board believes it's an investment to separate these companies and do it as expeditiously as we can. So you still have liquidity, but you also own interest in the individual entities as well that are there. I think the Novusterra situation was a great situation for our investors. We own something that was a non-core asset. We weren't running the business. It was an asset held. We feel that it puts the individual shareholders in a position to make a decision on what they want to do with it once it's listed. But I believe also it simplifies the story of what American Resources is doing. So as we distribute these underlying divisions, it simplifies the public markets for American resources, which should drive value. We believe, post the distribution, American resources as well, and are valued still based on where it's going as a business and what it has in place. And the royalties that are received back from American Carbon as well, which we believe will generate significant value for the American resources shareholders. But we believe separating these businesses streamlines the businesses positions and businesses for growth. And then also will in the short to medium to long-term will provide that additional liquidity of the individual security that you held. But obviously right now we don't believe -- we're getting value for an American Resource level. We don't believe we're anybody's valuing the underlying securities of ReElement. We don't believe they're valuing the assets that American Resources owns on the equipment side. We don't believe it's valuing the permits on the carbon side. And so together, clearly there's a disconnect of what we believe the fundamental value is and the asset value of the businesses versus what the market is. And so the board made the determination that we believe we need to simplify the messaging and simplify the corporate structure of the individual entities.

Well, my comment on the liquidity was from the perspective of the shareholder that if we look forward to say American carbon and ReElement, if those basically now constitute a significant portion of the value of American resource of stock, when they go ex-dividend, then one should anticipate a significant reduction in the stock price of American resources based on some of the value being dividended out. And if that now all that significant value now is not actually liquid, that has now reduced liquidity of the shareholders. So that is what my comment was about. And I guess I have a concern that you be more transparent with regard to the future stock dividends split off, then has been the case in Novusterra.

Yes, I don't know how we could be any more transparent, because we shared exactly what we're doing with the investors, but -- and I'm not saying that the investors won't be, that the companies won't be public post-distribution. I can't give you clarity on that today as we're working through the audits given the B.F. Borgers situation and working with the different exchanges based on that. But I don't also believe that the American Resources will, that those, that they should trade down. I believe that the fundamental value of the American Resources, the royalties it's going to get off the carbon division and the assets that it holds in the direction of American Resources as a whole, even post-distribution, well, I think it's trading at a discount to the cops within the marketplace. And ultimately, our goal with Carbon and ReElement is for them to be public companies. And so we're working expeditiously to that as no different than Novusterra is. But from day one, we said that we're distributing Novusterra as a privately held company. It didn't have any effect on the stock price post distribution, because it was not being reflected within the market value of the company.

Thank you. And our next question comes from Mike Niehuser with Roth Capital Partners. Please, state your question.

Hi, Mark. Can you hear me okay?

Yes. Can you hear me?

Great. How soon or what would -- how soon do you think we'll see some meaningful production coming out of Marion? Because I'm imagining that the way things are going and how quickly this can be deployed, at least on paper, could be at a substantial step up by the end of the year, but I don't want to get ahead of myself. Can you give any thoughts about scale, rate, commencement dates, commissioning, anything as it's being fleshed out on Marion?

Yes. So, we just got a certificate of occupancy. We have to install fire suppression up there, but I will say that we are continuing expanding our capacity also in Noblesville in the meantime. And so the way that we look at it as Noblesville, we will continue to expand our refining capacity there. And the first step would probably be moving our pre-processing up to Marion and/or to our river property that we have to further expand production out of Noblesville. But the Marion crew, the team up there is doing an absolutely phenomenal job on the renovations on the development. We just got the industrial natural gas line installed, or it's being installed this week, started on last week, which enables the kilns to be fired and some of the pre-processing steps to be done very efficiently. But our goal is to have operations up and running there this year, within the calendar year, and but also furthermore, to continue to expand our production capacity in Noblesville to further handle the demand that we see and the qualifications that we're getting through with our customer base.

And I think that the technology's modular enough that it seems like you can just start replicating a noble fill size operation to meet demand or whatever the needs of the customers are, that's kind of the whole powered by ReElement thing, isn't it?

Yes, well, powered by ReElement is working with, offering the separation purification step to other industry partners, other recyclers out there that are shredding batteries, but they can't refine them and/or they can't maybe extract the nickel out of their process or they can't extract the cobalt or they can't extract the lithium out of their process. Or we can help streamline like a DLE process, direct lithium extraction. We can help streamline their flow sheets by offering it. That's really powered by ReElement as a partnership-based model with existing other, call them competitors, call them what you want. We view them as industry partners. But yes, I mean Marion, the first production line we have at Marion will be multiples above the current production line in Noblesville. Just because it makes sense to, there's demand for it. Feed stocks are flowing both on the ore side as well as the recycled products. And so Marion will be, production will be significantly larger in scale and scope. We've hired a phenomenal engineering firm, which we'll talk about here publicly very soon, that's helping us on our, call it a FEL2/FEL3 study, but it's really designing the equipment line, designing the production and sourcing the big volume equipment that we're currently in the midst of doing. And Jeff Peterson and Bill Smith on our team, who's just a phenomenal team member, doing a great job at that.

Is -- I was thinking, yes, I got it. I was thinking more just from the flexibility of the technology, how you'd be able to accommodate whatever kind of schedule you're doing at Marion to match demand and the feedstocks coming in. So I think that answers my question to some degree. But also my second question to follow-on is, you mentioned brines, lithium brines, and it seems like a lot of lithium projects, they have their own proprietary science experiment, you know, unique or approaches to trying to make their projects economic. And I'm kind of sensing that your technology could come in and displace a lot of that to simplify it and this is probably a direct kind of powered by a ReElement thing where you're actually able to unlock the economic potential of these various lithium deposits and operations. Is that fair?

Without a doubt. I mean, that's -- and you're right on the Marion side as well. I mean, obviously the ability to expand production, expand capacity, modularly scale it, modularly grow it to meet the demands. Especially, you're seeing a lot of talk on the rare earth element side. That's going to get really interesting really quickly. On the DLE side, we're working with a DLE company right now on the direct lithium extraction. A lot of these players can't get to battery grade. So they can get it to technical grade. They can get it to a 95% purity, a 97% purity. But they can't get to that 99.9% purity. So we can help them do that. We're working with a group today. They sent us a sample to ask us if we can help them. And they said within their flow sheet, our one step removes four steps of their process. And so we can help streamline not only their OpEx, significantly to make it affordable, but we can also get them to the purity that they need to get to, and we significantly reduce their CapEx and space required to do what we do. So that's, it's an exciting, I mean, we -- I'll be honest, we haven't looked a lot at Brines until recently, but it's really, really interesting to see where our technology flows in within that process to help them be more efficient and help their projects move faster.

Well, that's why it caught my eye, and the fact that you're now able to move beyond end-of-life products into ores just opens up the world to you. But it is exciting and there's only been a short time since the last call, but I'm looking forward to the next couple months, because it seems like you're going to have quite a few releases coming out. So I'll shut up and get off the call. Thanks a lot, Mark.

Yes. Well, Mike, appreciate you. Absolutely. We're from partnerships in Africa to developments here domestically to expansion and products that we're producing. There's going to be quite a bit of information flow and transparency that we continue to provide our investors and from a corporate level to an operational level, so we're super excited about that and appreciate you being…

Well your first mention of Canada too by the way kind of long overdue, but a real good positive sign of penetration, so I will be quiet. Thanks a lot Mark.

Yes, we love our Canadian partner. We just can't quite talk about it. Companies are sensitive about what you talk about just because they're also, a lot of these companies are doing financing or they're big, huge companies that are going through turmoil in the EV industry right now a little bit and just they're reshuffling and making their business inefficient. So they're sometimes a little sensitive about talking about it in the public markets, but they're phenomenal partners. I mean, we could be just -- we'll get soon in a position where we can start hopefully mentioning more of their names.

Thank you. And our next question comes from Keith Goodman with Maxim Group. Please state your question.

Hi, guys. I read a lot about different companies that are suggesting they could do refining, processing, lithium, cobalt, whatever it may be, the different elements. How do we know that their technologies are not, you know, life cycle as an example, not to disparage a potential competition, but they had some troubles. I mean, can they process end-to-life and you help pick up the pieces or explain to me why 2Q materials gets a lot of media coverage life cycle which turned out to have some trouble. But how do you differentiate from all of these potential competition or other companies in the industry that claim to be able to process stuff to end the life?

Keith, that's a great question. 95% of the recyclers in this industry don't recycle, they just shred stuff and produce a product that can be sold. They don't refine the battery or magna grade. And so the easiest way we've seen it from a customer perspective and why we're going through all these validations now is because people can come into our facility and they can watch us produce product. And that's been, I mean, and don't get me wrong, like I said, we're relatively early within this sector. I mean, especially on the refining side, the government hasn't awarded really any capital to any refining projects. Typically it's always been on the pre-processing or shredding side and stuff of that nature. But seeing is believing, and we're starting to get quite, I mean, we've had an immense amount of traffic. We have a huge company coming in tomorrow to see our facility again. And when people see us producing product out of there and see what we can do in the footprint that we're in, it opens their eyes, and all of a sudden they recognize it. We had one of the probably one of the more renowned rare earth guys in the space come by our facility about two months ago and since then he's introduced us to companies that are well north of $80 billion market caps that are looking for rare earth oxides. And he was skeptical until he saw it and so he came in he saw what we do and he walked out of this thing I'm going to introduce you every customer I know and so that's I mean the industry is going to see that though I mean it's going to take a little bit of time to flush out who can do what they say they can do and who's just talking their book. And the good thing about it with us is most of these companies that have come by said, the other companies wouldn't let us see it or we showed up and there was just a green field. With you guys, we get to see what you're doing. And we take pride in that. We give complete transparency to our customer base. Let us not only watch us run, but also watch their product being run.

Got it, got it, thank you. And then obviously you've -- a couple questions have come in as far as the spin-off and being public. Obviously, you can't answer on that, but do you have an expectation of if you get approval to be public on the ReElement side, what does the path look like to that? I mean, does it range just based upon what is the valuation? How do we determine what that valuation would be if and when and where to go public?

Yes, so I mean that's part of what we're also doing in this private financing of which that we're putting together, which we announced previously, is to set that valuation of ReElement. I mean, that's part of the complication is under the current market cap, values aren't being recognized. So we have to separate the companies and by doing that we can help, and I apologize I've got a little wind here, but we can help streamline businesses and set those valuations. So we're in the midst of working on that at ReElement, as well as American Carbon, but to set that initial valuation for the exchanges. But that's what the unequivocal goal is for them to be public, and that's where we believe American Carbon has made its value.

Okay. And then lastly, as long as you mentioned American Carbon, obviously you didn't do any revenue in American carbon this last quarter. It sounds like, to me, and correct me if I'm wrong, when you split up the entities, when it finally does become a standalone, maybe at that point we'll start to see production at American Carbon?

Yes. I mean, outside of Wyoming, 100% of our capital is being either gone to reduce cost structure of American Carbon for when we do bring it online or to develop ReElement. ReElement, we believe we're multiple of American Carbon and we're allocating our cash. That's the best way to nominate. Now, post-separation, that enables the companies to focus on the maximum value for those individual business and then we'll absolutely focus on ramping up carbon. And we're super excited about where the mines are set up to do that. Obviously, Wyoming's working on it.

Okay. All right. And obviously, just because you're splitting off American Carbon from the other entities doesn't prevent you from continuing to try to monetize it in the form of a sale? American Carbon, I mean.

That's correct. Yep, yep. American Carbon on the iron ore side. We're focused on man-made. We are always evaluating opportunities [Technical Difficulty] non-core to us. But we're going to make [Technical Difficulty] dump it [Technical Difficulty] partner relationships and those shared agreements between entities to recognize the value of all of it.

Okay. All right. Thank you very much.

Thank you. And our next question comes from [Tim Tesh] (ph). Please state your question.

Hey, Mark. Thanks to you and the team for getting so much done. Thank you for defining DLE for us. That was really good. Question for you on product, there's a spectrum from ore, brine, concentrate, can we say higher purity? We're looking at parts per million of 550 to 2,000, which indicates you have to really go through a lot of material. So the words I keep seeing in the press releases and so on is concentrate and pre-processing. So can you tell us how that happens? Like we have mine waste, which seems to be in some kind of liquid slurry type of situation versus all these things? I realize it's a spectrum, I guess, just some clarification on how you see it?

[Technical Difficulty] the lithium ores have about a 6% concentrate to them. The DOE is parts per million. And then they pre-process and concentrate for us to get it to the 1% to 2%. Then we take it over from there. The black mass, LSP black mass, has about a 3.5% lithium concentrate to it. LSP black mass obviously has lithium, cobalt, manganese, and nickel as well. In which nickel is about 20%, cobalt about 4.5%, and lithium at about 3%. And so each one of them have different concentrates and different percentages of concentrates. Mine waste is really hard. I mean, if Ramico is worth a $1 billion, if they have mines of rare earth and parts per million at $500, that's phenomenal. I mean, that's great. I love that value And I hope everybody gets that recognition value, because we are higher parts per million than they do. But it's hard to make money in coal waste when you're dealing in parts per million unless you can do byproduct economics and reduce your extraction costs. So we're not extracting it. We're extracting the carbon or from already extracted material and then concentrating that using our other technologies inside Texas Tech and Ohio University. But you have to look at the entire spectrum to see how do you design a process to actually make money on that? And that's what's, I mean, led by Jeff Peterson and [Eding] (ph), phenomenal guys that have been able to test all these products and then define the profitability of each one of these feedstocks for commercial enterprises for ourselves.

Great, thank you. That helps.

Excellent, thank you. Feel free to reach out if you ever got sort of the questions on that.

Thank you. And our next question comes from Michael Lary with TGI. Please, state your question.

Yes, hi, Mark. Thanks so much for, you know, filling us in on a bunch of, you know, moving parts that are going on. I know you guys must be, you know, doing a lot of work over there. I jumped off the Webex and onto the conference call, so I could ask the question. So you may have already answered this, but I'm going to ask it anyway. Can you unpack the recent headline about American Resources, ReElement Technologies is being approved and accepted by the member of the Defense Industrial Base Consortium and what that represents to the, you know, ReElement Technologies as a whole?

Yes. So we applied for it. We got accepted as part of the defense industrial base. We believe our technology solves major problems for national security. You can work with the DOE or you can work with the DOD. We very much like working with the DOD. I have two brothers that are in the military. The military desperately needs a product that we can produce. What that enables us to do is have access to contracts and bid on contracts for supplying these critical materials to that supply chain. So it's a good membership. It puts us in with other customers. We're testing products for defense contractors as we speak, from -- that are any from high heat applications for Zettonium or Niobium and some of these other products that we've been testing for and that puts us not only in conversations with the defense base, the national security, the DOD, but also the contractors and put this into visibility of showcasing what we really do and what we can do for them. And so that's, it's good to be in the same room as them to be able to offer those solutions to them for what they need.

Got it. Thanks. Appreciate it.

Yes, absolutely. Thank you.

Thank you. There are no further questions at this time. I'll hand the floor back to management for close remarks.

Well, one, thank you guys all for your great questions. Thank you guys for taking your time out of your day here on a Tuesday to listen to what we're doing. Please stay in touch, follow what we're doing on a daily basis. We as a team pride ourselves on being transparent and trying to maximize the transparency that we can offer our shareholders, but also create that value to unlock it for all the shareholders, including management, which are fully aligned with our shareholder base from an equity ownership position. We're super excited about where we're at. We're excited about the individual assets we own. We believe they need to be on a separated basis. We're putting our effort forth to accomplish that and to do it in a way that is creating liquidity for our investors as well. So we thank you all for your interest. Thank you for joining and excited about the future.

Thank you. And this concludes today's conference. All parties may disconnect. Have a good day.

Greetings and welcome to the American Resources Corporation Fourth Quarter and Year-End 2023 conference call. At this time, all participants are in a listen-only mode. A brief question and answer session will follow the formal presentation. [Operator Instructions] As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, Mark LaVerghetta, Vice President, Corporate Finance and Communications. Thank you. You may begin.

Thank you and good afternoon, everyone. On behalf of American Resources Corporation, I'd like to welcome everyone to our fourth quarter and full year 2023 conference call and business update. We always welcome this opportunity to provide an update on our businesses and discuss our accomplishments we made over the past several months and how we are uniquely positioned within the end markets that we serve for our American Carbon, American Metals, and ReElement Technologies divisions. On the call today is Mark Jensen, our CEO, Kirk Taylor, our Chief Financial Officer, and Tom Salve, our President. We will provide some prepared remarks today and then we'll go into some questions and answers. Before we kick it off, I'd like to remind everyone of our normal cautionary statement. Certain statements discussed on today's call constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act. These forward-looking statements are subject to risk uncertainties and other factors which could cause actual results to differ materially from the results discussed in the forward-looking statements. Considering forward-looking statements, you should keep in mind the risk factors, uncertainties, and other cautionary statements which are laid out in our press releases and SEC filings. We also do not undertake any obligation to update, revise any forward-looking statement, whether as a result of new information, future events, or otherwise. Lastly, for anyone wanting to ask a question today, I believe you will need to dial in by phone to get into the queue. We're going to begin today with a few comments from our Chief Financial Officer, Kirk Taylor. Kirk?

Thank you, Mark, and thank you, everyone, for taking a few minutes out of your day to listen to our fourth quarter earnings call. Over the past several months, we've continued our execution on solidifying our strategic positioning within our adjustable markets, which we believe positions ourselves and our company for attractive long-term value creation. In doing so, and in conjunction with the directive of our Strategic Committee from our Board of Directors, we've embarked on several initiatives to unbundle our unique platform of assets to better unlock value for all of our shareholders and position each entity as a standalone company. Much of our focus over the past several months has been to position and prepare both American Carbon, as well as ReElement Technologies as a standalone public companies. These efforts include securing growth capital, such as a $45 million tax industrial bond for our Wyoming County Coal Complex, and our recently announced, or as of today, announced securing a $150 million net-of-fees industrial development bond to develop what we believe is the nation's first of its kind lithium and critical mining mineral refinery in Kentucky. Both of these examples show that we have successfully capitalized near-term and intermediate-term growth plans for both American Carbon, as well as ReElement Technologies. Today's closing of our second tax-exempt bond is another tremendous milestone for our company, as we continue to put the necessary pieces in place to execute on our mission. This is another monumental moment for our ReElement Technologies division, and for our country. Our Kentucky lithium project is such a great example of how we can efficiently execute on our nation's energy transition goals. The planned transformation of our Knott County facility enables us to utilize controlled land, resources, and already-in-place infrastructure, and a tremendously skilled workforce to quickly meet the needs of the rapidly growing energy storage market, along with utilizing our groundbreaking refining process to produce ultra-pure battery-grade products in an environmentally safe and low-cost process. This region of the country is well-positioned geographically within the developing battery belt and comes with a long standing history of pride and know-how in the raw material commodity processing industry. We appreciate the leadership of Knott County, Kentucky in working with us and sharing in our vision, and again, working with Hilltop Securities in their exceptional execution throughout this process. We're also in the process of working to secure additional sources of project development and growth capital through the tax and bond market government incentives and grants, as well as bringing in strong equity partners, both strategic and financial, that is across both American carbon, American metals, and ReElement Technologies. I'll briefly go over year-end American resources consolidated summary. Over the past year, we have showcased our operational flexibility while also prioritizing the most accretive use of the capital and securing additional non-dilutive capital to position our unique set of assets and execute on our value creating initiatives. Our full year 2023 revenues of $16.7 million, which is a decline from 2022, are attributed to our decision to allocate capital to the most accretive uses throughout all of our businesses, ReElement, American Metals, and American Carbon. As such, our management and Board chose to aggressively advance the development of ReElement Technologies, which include operating and expanding our Noblesville facility for customer qualification and validation, large-scale domestic project development, which includes the Marion Super Campus, as well as the Kentucky Lithium Project, international expansion, adding to what we feel is a world-class team, and procuring feedstock and off-take agreements. Now, additionally, while we've also been focusing on streamlining our balance sheet and continuing to reduce our bonding costs, our long-term environmental liability at the corporate level and at the operating subsidiary level. As such, we chose to keep our metallurgical carbon extraction processing activities idle and in the development stage while working aggressively to mitigate ongoing environmental liabilities attached to the permits that we acquired through previous bankruptcies of prior legacy producers. Throughout the year, we did not take on any meaningful new operational debt, and the only new project debt we took on was associated with the issuance of a tax-exempt bond for the development of our Wyoming County and West Virginia mining complex. As of today, our current shares outstanding are just over 79.1 million Class A common shares. Cash on hand at the end of 2023, including funds held for development of Wyoming County Coal Complex, is $37.3 million. And again, as a reminder, all of our excess cash is held in FDIC limits at a top-tier U.S.-based bank. Our unique platform of assets is in a tremendous position to deliver attractive returns and value to our shareholders. I'd like to now turn the call back over to Mark LaVerghetta for some additional comments. Mark?

Thanks, Kirk. I'm going to make a few comments on ReElement Technologies. As we frequently state, our ReElement Technologies division represents an incredibly exciting and very strategic opportunity for us. We've never been involved with an entity that, in our opinion, has as much upside than ReElement. Our mission has always been focused on how to most efficiently and effectively deploy critical mineral refining outside of China. And it had always been our belief that attempting to deploy legacy Chinese refining technologies in the U.S. or Europe, really any other part of the industrialized world, would pose real challenges. Those types of facilities and technologies are extremely expensive to build and operate due to the harsh chemicals, waste output, and maintenance at large scale, and are not sustainable outside of China. Given the projected growth and demand, the geopolitical landscape, the monopolistic position China has facilitated over the past couple of decades, and the rapid execution we've achieved to date, ReElement is uniquely positioned to solve complicated and pressing problems that exist today. As such, we sit at where I say is the intersection of critical mineral supply chain health and resiliency and national security interests. As we continue to strategically position ourselves in the global supply chain for critical minerals, it is becoming more and more evident that we are separating ourselves from the pack as the preeminent refining solution outside of China, and the most efficient critical mineral refining platform in the world. Our ability to produce high purity lithium products, battery elements, rare earth oxides, and critical defense elements for both recycled feedstocks as well as from natural feedstocks showcases our platform's flexibility, and certainly differentiates us from anyone else out there. While our platform's flexibility uniquely positions us across multiple supply chains, we also have to stay focused on our particular end markets we serve and as we continue to execute and scale. Those end markets are, the production of rare earth oxides that are predominantly used for the manufacturing of permanent magnets, which are critical components within high efficiency motors in applications such as electric vehicles, windmill turbines, power tools, as well as critical defense technologies. Also the production of either ultra-pure lithium carbonate or lithium hydroxide, which are precursors for battery cathode that are used in a variety of lithium ion battery technologies. And then as well, another end market is critical defense elements. These are highly unique for certain defense or military applications. The feedstocks that we're currently most focused on are both primary ores as well as recycled feedstocks, which again, you know, contributes to the unique aspect and our unique positioning throughout the global marketplace. These feedstocks include end of life rare earth permanent magnets, which can come to us as magnets themselves or part of decommissioned wind turbines, electric vehicle rotors and motors, or any other consumer goods such as power tools and other e-waste. This is really where we cut our teeth and how we began ReElement Technologies with our partners at Purdue University in extracting the rare earth elements from the magnets and refining them back into magnet grade rare earth oxides. Another key feedstock for us is black mass, which is shredded cathode material from lithium, excuse me, lithium ion batteries and lithium ion battery waste or scrap. Not all black mass is the same. There is very wide range of qualities and a variety of different battery chemistries that have different inherent elements and minerals. We've taken in black mass from well over a dozen producers worldwide and validated the efficacy of our technology. It is important to note that the battery recycling industry's competency is really in the collection and aggregation of batteries and shredding them to produce a black mass material. Black mass cannot be used in the manufacturing of new cathode or batteries and requires further refinement of the material to produce battery grade precursor products. The competency of those platforms is not in separating the high value elements in black mass and refining them back into battery grade precursor products. That is where we step in. Additionally, our ability to handle different types of black mass chemistries is another distinct differentiator of ours. Typically, battery shredders require NMC or nickel manganese cobalt type battery chemistries in order to monetize the inherent nickel cobalt value. While most, if not all, of the lithium is either lost or wasted. A lot of NMC black mass is sold today into China for refinement, which we believe will eventually be restricted or banned. And we are having success as a value added partner to separate and refine NMC based elements for certain recycling platforms all over the world. However, our ability to economically refine LFP or lithium iron phosphate black mass is extremely unique. And we believe we are the only ones in the world that can economically extract the lithium and refine it back to battery grade products. LFP chemistry is the largest sub-segment of lithium ion battery chemistry today in the world and growing. It also sets us apart from any other critical mineral refining platform and showcases the value of our platform to the recycling industry. Our value added position in the recycling market and a sustainable supplier of critical minerals is strategically important as we move towards a highly mineral dependent electrified economy. And from our perspective, traditional solvent based processing methods don't work efficiently within the recycling industry for a variety of reasons, including performance, CapEx and OpEx fundamentals. Those challenges are beginning to manifest themselves in a big way across the recycling industry. Our powered by ReElement product offering, which is a collaborative and flexible refining service within the recycling industry, has tremendous growth opportunities to efficiently scale alongside the growth of the recycling industry while also being able to adapt to different and evolving battery chemistries. And we are beginning to see the success with some early adopters and partners. While recycling feedstocks are important from a sustainability perspective and provide us a tremendous opportunity, natural ores will allow us to move the needle faster to meet the rapidly growing demand of the energy storage market. Our current focus is mainly hard rock lithium bearing ores. Given the efficiency of our process and technology to refine lithium very cost effectively. However, we also currently are working on different ores types, including cobalt and nickel bearing ores, unique and specific critical mineral defense minerals. And we are also in the early stages of incorporating rare earth ores into our development platform. Our commercial qualification plant in Noblesville, Indiana, has been extremely busy taking in these different feedstocks and validating our process and products with a variety of existing and potential partners in a variety of industries, including the renewable energy space, automobile OEMs, battery recycling, consumer power tools, and miners of minerals and ores from across the globe. These customer qualification and validation processes have sometimes been lengthy, sometimes taking over a year. But they have also been successful in showcasing our distinct advantages. Additionally, our Noblesville facility has been hard at work utilizing these feedstocks to validate and design our process at larger commercial scale. For our two U.S.-based large-scale projects in Knott County, Kentucky, and Marion, Indiana, while also other co-located facilities in the United States and abroad. Our two large-scale U.S.-based critical mineral refining projects exemplify how we are leading the charge and are uniquely equipped to address probably the largest choke point in the critical mineral supply chain, which we believe is midstream processing in refining. Our Kentucky Lithium project is upcycling one of our carbon processing facilities in eastern Kentucky and transforming it into a large-scale critical mineral refinery with initial focus on hard rock lithium ores as its primary feedstock. It is currently being designed with an initial capacity to produce 15,000 tons per year of battery-grade lithium, and will have the ability to incrementally add modular capacity beyond that. As previously discussed, this project is now funded with the closing of our tax-exempt bond we announced today, and I cannot think of another project that defines energy transition better. Our Marion, Indiana, Supersite project is converting what was once a beacon of U.S. innovation in manufacturing, it was once the largest television manufacturing facility in the world and is transforming it into a first-of-its-kind critical and rare-earth mineral refining campus with a focus on recycled feedstocks. This facility has been undergoing renovations and is being designed with initial capacity to produce 5,000 metric tons of battery-grade lithium and 1,000 tons of rare-earth oxides per year. I cannot think of another project that defines the reshoring of U.S. manufacturing better than this project. Our innovative and advanced separation and purification methods using chromatography replace the guts within a typical hydrometallurgical process. In essence, we use a modified version of hydromet, but without the harsh solvents and acids that are typically used in the separation phase of refinement. This allows us to displace the toxic conventional methods used in China and what many are trying to attempt to deploy outside of China. We are lower cost and more efficient because we utilize a smaller footprint, we don't use harsh chemicals, meaning our OpEx is much lower and our environmental footprint is much cleaner. Our process is modularly scalable, contributing to a meaningfully lower CapEx. Also, our speed to market is faster than anyone else. Disruptive technologies comes down, in my opinion, to cost and know-how, and we are in a unique and fortunate position to have both. Our intellectual property has been developed and commercialized with approximately 40 years and over $40 million invested across multiple industries. Our best-in-class team leverages the know-how from the research and development, the commercialization, and operational expertise coupled with our asset base and relationships to execute on our mission. And we are able to produce high-demand products cost-competitively, if not lower than China. We believe our platform technology is an important linchpin in making the United States competitive within the electrified economy, as well as for national security objectives. The value proposition for ReElement is, the world needs advancements in refining these raw materials that power our modern-day technologies, and we believe we provide the most efficient solution while also being in the lead position to do so. We truly believe ReElement has the opportunity to create substantial and meaningful value for our shareholders, and the decisions we make and the time associated around the entire process, while sometimes certain things being out of our control, are based on maximizing that value the very best that we can. I'd like to now turn it over to Mark Jensen for some additional comments. Mark?

Thanks, Mark, and thanks, everyone, for joining. I would also like to applaud our entire team for their efforts, their diligent planning, and their positioning of all of our assets. We're a unique company. We have three platforms underneath one umbrella. Those assets aren't being fairly valued. And more importantly, we recognize that. So what we're focused on doing today is positioning our assets to unlock that value, to give our team members the tools that they need to execute upon that plan, to drive value for our shareholders through individualized entities upon the separation of what they're able to accomplish. The past several months have been highly focused on preparing for this positioning of these businesses for the separation and operation of stand-alone companies. That involves having board members in place for corporate governance, having the team members in place for execution, and giving them the tools that they need to take these businesses to the next level. Thankfully, we are very well suited to do that today. We have boards in place for each one of our divisions. We have teams in place for each one of our divisions. And we have the assets in place and technology in place to absolutely crush it. We have focused on driving the highest value aspects of our business forward for the long term. We have shared and communicated a number of very significant milestones that we've been able to achieve. And we have a number of significant milestones yet to come. But we are in a very favorable position within the marketplace, not only at the American Carbon Division where we have some nameplate assets that are some of the lowest cost mining operations that are getting ready to ramp up production aggressively between our Wyoming and McCoy complexes, as well as our ReElement Technologies Division, which Mark and Kirk had the luxury of sharing some of the opportunities that we have in front of ourselves. We're extremely excited about these entities, and we're extremely excited about where they can go upon the separation of the businesses so that they have their core focus and their ability to focus solely on their operations. Over the course of the last quarter, we have been investing heavily into the businesses. Wyoming has been developing from the tax-exempt bond. McCoy has been positioning the ramp up of our Carnegie mines. And ReElement has been focused on proving out and running production in our Noblesville facility, but developing our Kentucky Lithium site, our Marion site, as well as our international opportunities that we have made significant milestones on. The world of critical minerals, the supply chains are broken. We rely upon China for 95% of everything we do. Our military, our commercial enterprises. And the only thing they all care about is cost. We can provide products at the same cost, if not better than what China can do today. That's a game changer. We're going to break the monopoly, we're going to bring technology to the forefront, and we're going to execute upon our mission. And we're going to do that in a very rewarding way to our shareholders. We've been laying the groundwork for that. We've put the assets in place. We've proven that the technology works and works extremely well. And our operational team has done a phenomenal job at that. Now we're putting the financing in place with the $150 million tax-exempt bond we closed today and another tax-exempt bond we're working on as we speak. We've applied for government grants, we'll see if we get them. We also have a significant number of international financing operations that are in place that can unlock our international efforts, especially in Africa. They need what we offer. We offer refining solutions that they can't get anywhere else other than China, and that product goes to China. It doesn't develop a manufacturing society. It's exploitation where we're focused on developing economic relationships. Our technology enables that, developed out of Purdue University here in Indiana. We're extremely proud of that. We're extremely proud of the efforts that our Purdue team has put in place and the support that they've given our operational team to drive our technology forward. Our team has worked countless hours to be where we're at today. Today it's about running production every day in our Noblesville facility and gearing up for our Kentucky site as well as our Marion site. Our team has been working countless hours over in Africa, and traveling numerous times over there to develop the relationships and share what we bring differently to the table to drive economic value for our shareholders. Turles Thompson has been leading our American Carbon Division to position these assets to light the fire of production at low cost. It's everybody wants revenue on a daily basis. We care about long-term value. We care about making sure we turn these mines on to optimize them. We've reduced environmental liability significantly over the course of the last year, including over the last quarter. And we'll showcase that here shortly. Our intent is to spin these assets off and ramp up production at all divisions. And we're going to do that. And we're going to share that news here very, very shortly. I'll talk about that a little further here later on during this call. As Kirk mentioned, we have not taken our foot off the gas. We've been aggressively planning, working, positioning to execute upon the strategy. We've spun off our Nova Stare asset, a phenomenal business. We've gotten one contract with the Air Force and the Army through Kenai Defense. Working on getting through their S-1 process to IPO later this year. We will very shortly here next week announce when we're spinning off our American Carbon Division so that we can ramp our production there. And the team can focus solely on being the lowest cost producer of MET coal to the steel industry. And we'll then shortly thereafter announce where we're spinning off ReElement into its own standalone platform so it has a clean focus on being the world supplier of refining solutions for critical minerals beyond China. And I truly believe we will be the only solution that works economically in this country as well as in others for that separation purification step, which is really the heart of what we do. We've also been focused on putting these non-dilutive capital financings in place to protect our shareholders. We can hit the easy button tomorrow, easily. We can go out and raise equity capital and do what every other company does, but we actually care, our team actually cares. Our team is motivated by the shares in equity that we all own and that our families own. That's important to us. So we don't hit the easy button. We fight the hard fight to put our businesses in place to be successful. We've closed a $45 million tax-exempt bond in one of the most challenging markets you could find with a phenomenal investor. And that capital is being used to develop the Wyoming County complex to be an absolutely phenomenal complex. It's a focus on producing met coal and then a byproduct of producing concentrates of rare earth elements, of which we'll share those results very shortly, which are better than one of the largest mining operations that have announced rare earth elements to date on a parts per million basis. Absolutely phenomenal results. We've announced that we've had offers to sell the coal business. And the numbers, the values were good. We're okay with them. The concern was around structure. We're not going to put our investors at risk of not getting paid the full consideration of what those assets are worth. So our focus next week will announce the record date and the payment date of when we're going to spin American Carbon Off. Now, we are focused on still monetizing the assets, and we're still going to evaluate opportunities to monetize those assets. We have signed agreements, binding agreements to sell the Deane Complex, but they didn't pay us. It's unfortunate. That being said, they owe us a lot of money, and we're pursuing that in court as we speak. And I think we'll get it. I feel very confident about that. Feel very confident about our position to make sure we get that money for our shareholders. We also have other interests and other buyers that are interested in some of the non-core, non-focus assets for the quality of production that we're looking at targeting. And then post-spinoff, we are looking at further expanding American Carbon, and the American Carbon executive team has presented a plan of growth to the division organically, as well as acquisitions in the West Virginia region, as well as in other materials. During the course of the last short period of time, we acquired an iron ore asset, which is a phenomenal asset. We're doing a ton of work there right now on evaluating the reserve and sending actually a few team members out to that region here very shortly, to further look at how we bring that into production and look at technologies to monetize that most economically. So it's not only looking at the Met Carbon division, but looking at the entire infrastructure landscape of how do we produce products to monetize that division and expand that division. The American Carbon division, as I mentioned, we will announce next week the date. We'll provide clarity of when we're going to dividend it out to our underlying shareholders. And then we'll share the growth curve of how we anticipate that. We have equity interest. We have debt interest to further finance and expand that division. And we're going to focus on growing that division to make sure that the shareholders receive the entire reward of what it's worth. ReElement, same thing. We filed a Form 10 for both of these divisions. We're going to push that through. We're working on closing the financing that was previously announced. We have great interest in it. We don't need a lot of that with the tax-exempt bonds we just closed. So we're going to try to focus on minimizing dilution, but bringing in the necessary capital to continue to move the business forward as quickly as we possibly can. The opportunity today at ReElement has had us focusing on allocating capital to make sure that we're allocating it in the most accretive way. Our Marion facility is going through certificate of occupancy in the next few weeks, and we believe we'll get it. Our ability to finalize the renovations there over the next few months to start deploying equipment there will enable us to expand our production in Marion as well as expand our refining capacity in Noblesville. And that's a beautiful thing for us. We are the only refining facility in the United States that can perform at the purity levels that we're able to achieve that are necessary to build a domestic battery industry. Internationally, we've made huge strides within our international footprint for ReElement. We've had conversations with groups out of Canada, Australia, numerous groups out of Africa. Some of our largest sourcing of materials are coming out of Germany that we're refining, that we'll be refining in our Noblesville and Marion facilities. Establishing those international relationships takes time. That being said, we've been putting a lot of groundwork there, and I think we've collapsed that time significantly due to the efforts of our team members and the willingness and passion to travel to spend time away from their families, to build a team and build a platform that can help us grow to that next level very, very quickly. Ultimately, it's about partnerships. We've announced numerous partnerships over the course of the last year. We've announced EDP. We have numerous partnerships, we're not allowed to mention their name. That's unfortunate. That being said, they're great partners, and ultimately, we're getting calls from numerous other partners that need these solutions that we provide. Over the course of the next year, we'll be able to talk much more openly about who these partners are, we hope, as we continue to expand the relationships with them, not only from feedstocks but also the sales side. And we also look to continue to expand all of our platforms on the international footprint. In closing, we remain very confident in the positioning of all of our assets and the long-term value that they provide to our shareholders. We remain hyper-focused on unlocking that value. That's why we're focused on these distributions. That's why we're focused on spinning them off. A microcap conglomerate doesn't make sense. We're fortunate that we built a microcap conglomerate. We did it based on effort. We did it based on we put ourselves out there. The technologies worked, the platform worked. The platform is positioned, and now it's time to let them go off on their own and be successful. And we have the teams to be able to do that. These milestones were the distribution of Novusterra shares over the course of the last quarter, closing of our tax-exempt bond to finance both our carbon division as well as our ReElement division, and our ability to showcase the results of what our technology can produce. We have ample liquidity on our balance sheet. We do not foresee us needing to issue equity at the AREC level to raise additional capital. We do want to position the individual entities to do their finances on the American carbon side and the ReElement side. American resources post-distribution of these assets will expand aggressively into the critical mineral space on the mining front. We have numerous opportunities in front of us as well as on the utilizations of the products that we produce through very good partnerships that we've been working on for numerous months, if not years now. Just to reiterate, the management and the families of our management are some of the largest shareholders of American Resources. Our management team is committed to maximizing the value of all of our businesses and believe our continued execution and unbundling of these assets will help us achieve this. I thank you for all your time and I'd like to turn it back over to the moderator for some Q&A.

[Operator Instructions] Our first question comes from Heiko Ihle with HC Wainwright. Please state your question.

Hey, Mark. Can you hear me all right?

I can.

Perfect. Excellent. Hey, you've got these executed MOUs with the German battery recycling platforms at Duesenfeld Deal and the Battery Damage Service MOU. Obviously, arguably a very big market opportunity there, but can you maybe give some figures of what you internally think, how big of a market opportunity there might be in your collaboration going forward?

Yes, absolutely. So Duesenfeld, a phenomenal partner, same as Battery Damage Services. Duesenfeld actually just, I think it's putting on a boat one of our containers, I think a 53-foot container or a 40-foot container with some black mass as we speak. The attractiveness about the partnerships and what we do, we're one of the few players, if not the only, that can recycle LFP batteries profitably, and that's due to the technology, the process flow of how we extract lithium out of it. The size and scale of what that means, so Duesenfeld's a phenomenal company, phenomenal technology, and their business model is to operate their existing recycling footprint, but also license it out. And what's great about that is we got to really fund collaborative relationship with them where they refer us to their partners that are also buying their shredders. So this could be pretty substantial. Our goal right now -- I mean, we're in Noblesville, small footprint, 7,000 square feet. Our Marion facility is 400,000 square feet. So getting certification of occupancy there is obviously quite important for us to rapidly expand our production. But the meaningful nature of it is, one, obviously, domestically, there's a lot of black mass today that goes to China from the U.S., unfortunately. That's going to stop, I think, soon, and we'll be the solution here for that. We are the solution for refining here domestically. In Europe, I believe it's the same thing. We're getting beyond relationships there, but also helping them source product as well. And those relationships could be very meaningful for us from a revenue basis going in for the next 12, 24 months.

That's very helpful. Also, your royalty income in 2023 was quite strong, just looking over the income statement. Can you provide some longer-term guidance on where we should model royalty income going forward in '24 and after that? And speaking of longer-term modeling, where should you think we should see G&A in 2024, please?

So that's a good question. So I mean, G&A -- so you got to understand where we're at in the platform right now. So I'll answer your last question first. It's going to change pretty dramatically because the divisions are going to separate. So each division will have their own G&A, but there will be a fraction of what the obviously holding company is today. So our G&A overall, though, will, I think, stay pretty consistently where it's at today. It's not going to rise a substantial amount. Obviously, with revenue increase, that will. And we're getting ready to do that. So we're obviously getting ready to expand our revenue base on the ReElement side. We're getting ready very quickly here to expand our revenue base on the mining side with the spin-off announcement next week and then also the ramp-up production. The -- so G&A will be -- I would say, on a whole, if you look across the entire platform will be pretty consistent where it's at today. It's not going to expand a lot if any. The royalty income, I would also say, is pretty consistent. It will be -- I think it will be pretty consistent going forward based on where it's at right now.

Fair enough. Appreciate, I’ll get back in queue. Thanks guys.

And our next question comes from Mike Niehuser with ROTH Capital Partners. Please state your question. Mike Niehuser, your line is open, go ahead.

Yes, you can hear me okay?

Yes, coming through, go ahead.

Yes, thank you. Sorry about that. You mentioned that your very bold statements about breaking the monopoly with China, and I have to get you to explore that a little bit more. And I think that hinges on costs. And as you look at costs, when you -- when you make that statement comparing yourself to China and having lower costs, is that on a -- like a currency basis? Or does that impute an environmental savings? Because I get the feeling that both China and you are the other ends of the spectrum as far as the environmental impact where they've tortured some areas in China and you're nothing burger in the environmental footprint. So are you figuring that into breaking the monopoly? Or are you just looking at cold hard dollars?

Yes. That's a great question, Mike. Nobody cares, nobody in reality, about non-cash costs, meaning that you could have the best environmental footprint in the world, but if you're 50% more expenses, nobody is going to buy it. You have to compete head-to-head on cost. Now thankfully, we do that because we have a great environmental process. Our technology is environmentally sound. We don't use harsh chemicals. It's closed loop systems. We don't discharge elements in the waterways. We use columns and resins versus emulsion and chemicals. So we compete on cost because of our environmental footprint, but we compete head-to-head on cost. That's the only thing that matters when it comes to commodities. And I don't care what anybody says. Critical minerals are nothing but a commodity. We've been in the commodity industry for over 20 years. And if you can't compete on cost, you don't win and you don't survive. So absolutely. When I say we could be head-to-head against China, it's not us for China, but it kind of is. They are the dominant producer of rare earth elements today, and they're the dominant producer of critical minerals. They also refine the OBMs zirconium, all the other products that we rely upon in our great country. We compete head-to-head on costs for those products. In the United States, not counting logistics, not counting any noncash numbers, we compete based on dollars. Not only compete, we win based on dollars. If you look at lithium just -- I just give you an example. Lithium got down as low as about $13 a kilogram, lithium carbonate, which is one of the -- we can produce hydroxide, we focus on carbonate today. When you saw a lithium get down to $13 at scale and our 5,000 metric tons of lithium carbonate out of our Marion facility or a Kentucky Lithium site, we're profitable, significantly sub that. China and other players within the industry started cutting back production because the legacy method is expensive. That's a phenomenal place to be when we are -- the natural hedge we have in place is cost structure. And that's because of the team and the way that we push our team and the way that we focus on making sure that we survive commodity markets. So yes, it's purely dollars, Mike.

Excellent answer. Thank you. On the American Carbon side, I'm not -- it's not clear to me what's operating and what isn't. It sounds like that the Carnegie mines that have been operating are not now. Is that incorrect?

No, that is correct. So we -- let me share you where we're at. So we're getting ready. We're doing development in Wyoming, and we spent a lot of time and energy doing development at Carnegie. We've also been working with some international customers that would be long-term customer base outside of our traditional platform of who we sell product to today, gives us more stability. Problem with some of our existing customers is it's been on again, off again. Really challenging to run a mining business like that. What is a phenomenal situation for us right now is the quality of the products that we have, the ability to produce a lot of product from a very low cost. Our Wyoming Complex is a mid-vault complex. We have over $30 some million to allocate on the deployment of that, also deploying the concentration technology, the ability to concentrate critical minerals which we'll share that over the next week or two. The results we got, which are phenomenal. As a byproduct, not mining critical minerals or rare earth elements and coal-based deposits. You never make money doing that. You only going to make money doing it as a byproduct. But where are on the mining side? So why are we not operating today is, one, the market is on again, off again. And two, we wanted to be in a position where we can ramp up Wyoming and Carnegie in relatively similar time frames and most importantly, ramp them up a very, very low cost structure. So Carnegie 1, it was a single section mine for a long time. We finished over the last quarter, developing the second section there. So we can operate it today as a 2-section mine. Carnegie 2 is already developed as a 2-section mine. The ability to ramp those mines up to get to that 60,000 tons a month number, based on the efforts of our team in a really low-cost way because we didn't allocate a ton of capital to the McCoy Complex over the last year -- or the last 6 months, I should say. That being said, Tarlis and the operational team did a phenomenal job there to position that and set them up for success. These are effectively virgin mines and pretty low cost, less than 5 miles from our Bevins branch facility. So ramping the production up there, tying that in, which is high-vol B product, high-vol A and tying that in with our mid-vol product at Wyoming, make an absolutely phenomenal blender at that 100,000 to 120,000 tons a month when they're both fully ramped up. And that's where we wanted to be upon the spin-off of American Carbon. So that's -- Carnegie will probably be the first open up. It will open up a few months before Wyoming, which is imminent in the next, I would say, over the next 30 days and timing it with the spin-off. And then Wyoming will be -- and Carnegie 2 will ramp up and Wyoming will ramp up here shortly thereafter.

So when we look at the first quarter to be reported soon, we shouldn't be expecting a lot in the way of carbon sales, if any? And could I assume that we're going to start to seize a little bit of a trickle of rare earth sales, product sales start to come in?

In the first quarter, you will not see a lot of revenue. In the second quarter, you'll start to see all that from both sides.

I imagine you're going to have a very, very, very busy second quarter It’s going to be fun.

I mean I will say that I think our teams worked 7 days a week for the last couple of years, but the -- getting all the corporate and getting spinout is done really complicated, excluding the Novusterra one. Thankfully, we got that done and completed and all the shareholders that held shares will have -- should have those Novusterra shares in their accounts that they don't call their brokers and make sure that they deliver them to you because they've been delivered out of our accounts. Getting American Carbon spun out, which over the next -- we'll announce that next week, will be very timely and give the team focused, right? The teams want to be motivated based on their success. And so putting those into their isolated platforms gives them the ability to focus on their growth and making sure that they have the corporate structure in place to do that. So yes, I mean, we -- I will say we laid a lot of groundwork, but now it's focused on ramping up production in our Noblesville facility. The team has done a phenomenal job at ReElement. So they're focused on ramping up production, running production every day. I think we're going to -- I think we're going to almost essentially 3 shifts at our Noblesville facility, which is awesome. I really need to see the planning there. And then at the mining side, I mean, Tarlis is pretty aggressively wanting to ramp up and get the complexes at full throttle based on where they're at today. I mean this is the first time we've ever been in a position where the mines could be fully expanded and working with some of the international customers that we have that we're finalizing some relationships with hopefully, very shortly, will put us in a really good position.

And if I can ask one more question. We're really at an historic time in our country's history or the economy's history here of reestablishing a rare earth circular supply chain. And not only with the ores, but also with the recent announcement or end-of-life materials from an unnamed auto manufacturer, along with the relationship that you have with a couple of battery -- or excuse me, magnet manufacturers, can I get a comment upon the state of reconnecting the lengths of the circular economy because I don't think it will ever be quite like this again? And it's really starting to take form in multiple ways with the work you've done. And that should be my last question.

Yes, that's a -- we can talk for a while about. I mean, you look back over the course of the last two years of, one, communicating what we can do, showing what we can do and then bring it into partners that are slow to act. And I will say, today, people aren't as scared as they should be of the supply chains that we have today. Our military relies upon China for product. That's scared. I have 2 brothers in the military. If they didn't have the tools they needed to defend ourselves that would be a scary situation. And so today, getting those recycling -- I mean, there's billions of dollars of magnet landfill every year in the United States alone. And batteries, most of the black mass, meaning the shredded lithium ion batteries today go to China. It's unfortunate. And a lot of those companies were funded by the U.S. government that are sending products to China. That's got to stop. That being said, it's starting to stop. We're starting to get a substantial amount of feedstock. And Chris Moorman on our team -- our Chief Commercial Officer, has done a phenomenal job of opening up some doors and bringing in product that we can produce. Now we're thankfully going to 3 shifts because we have so much product coming in. That's a great thing and focusing aggressively on the Marion facility to ramp up that 400,000 square foot facility, 42 acres. That's huge for the technology that we utilize. The recycle market is phenomenal. It's a phenomenal platform for us because we can refine that. We're replacing that bottleneck. We're replacing what's done in China today. Lifecycle tried to do it, they failed. Not to digs at them, but they couldn't build a traditional hydromet plan. It's one, really hard to permit, and two, really hard to operate. Solving extraction in the United States, I think it's almost impossible to operate economically and impossible to maintain over the long term. On the rare earth side and there's a rare earth producer in the U.S. trying to do that today. Great. I think they're doing a great job in the company. I just think they're going to struggle with that. We can provide the solution to that. We have a platform that we're going to be announcing here shortly that on the ReElement side that showcases how we can work collaboratively with those partners to bring that separation purification step to them to help them be better too. We need to protect our supply chains for our country. And ultimately, that works really well for us as a business because that's revenue and growth. Then on the ore side, why we're in Africa? Africa is one of the most resource in the world, is one of the fastest-growing populations in the world. And we have phenomenal relationships there between Shane Tragethon, Vice President of National Strategy; Ben Kincaid, CEO of ReElement Africa; Baba Kamara, who just joined us on the Board of ReElement Technologies Africa, just a phenomenal group of people that know Africa really well, but more importantly, know how to work with Africa and not exploit them and work in a partnership-based model with them to help drive value locally in the countries but also give us a tremendous amount of feedstock that we can process domestically as well as in Africa to drive economic growth there but also to secure our supply chains here back at home. So it's about securing those feedstocks, which takes time. I mean, you think you can go to somebody and say, "Hey, give me your end of life magnets because you're not doing anything with them today." That's an easy conversation to have. You'd be surprised if it's not their core focus of every day, what they get paid to do, it takes some time to get comfortable to do that. And -- but thankfully, we're at that point now where it's starting to flow in, and that's getting us -- putting us in a really, really good position to really ramp up aggressively.

And how soon do you think you'll see product coming out of Marion facility?

Lithium carbonate, we produce lithium carbonate every day now. So as Mark mentioned, during the call, you have to go through the trial and getting through the qualification process and I think we're in the qualification process with 7 different companies today, maybe more, that we ship them samples of lithium carbonate starting off like grams, then it goes to kilograms, and then it goes to tons. And obviously, now over the course of the next short period of time, we will -- we're actually starting to sell that product to one of our groups, and we'll be selling it to a few others. And obviously, on the rare earth side, as we start to expand, we've announced a contract with USA Rare Earth. It's been a great collaborative partnership. We have partnerships with AML, a phenomenal company. One of the coolest magnet companies I've ever have been, working in this industry for a long time now, and their technology is absolutely phenomenal for producing magnet. Great -- check them out. I'm on the Board of the company. We're an investor in the company as well. So extremely excited about them. But we'll start -- we produce lithium carbonate every day. Our goal is when we get Certificate of Occupancy in Marion is to start working on the magnet lines there for recycling end-of-life magnets and preprocessing those magnets and then start turning those into oxide as well.

Okay. Thank you.

And our next question comes from Steve Segal with KBB Asset Management. Please state your question.

Hey Mark, how are you? Great job on getting all this stuff done. But you got you and your team. I was just wondering -- I had two questions. One is on the spin-off of carbon, will Wyoming be part of that? And then -- okay, I guess that's the question.

Yes. So Wyoming will be part -- so Wyoming County will be part of it. So let me -- when we spin-off Carbon, it's spinning off the American Carbon Complex. With that also comes the ability to produce concentrate. So where Ramaco announced that they have billions of dollars’ worth of rare earths in Wyoming, the state, I guess, we and they would have the same amount of rare earth in Kentucky and West Virginia. And we can spend money on research reports and all that stuff. But what comes with the American Carbon Complex is one, obviously, the Met Coal division, the iron ore platform that we bought, we're working on another acquisition as we speak around the infrastructure marketplace. And we have a couple of mining assets in West Virginia, we're working on as well that we can post-spin-off can look at on the acquisition front, but also comes with about the rare earth concentration side. So as we produce met carbon, the waste material, the iron ore come out of that, the rare earth element in it. So we'll look to also extract that as well, which is part of the initial phase of that is Wyoming County and West Virginia.

Okay, understand. Thank you for explaining that. And then the bond that you announced today for that facility that could be on the ReElement side correct?

Yes. So that's ReElement. That's refining lithium ores from international sources. So predominantly from Africa, working on a partnership in Australia as well as in Canada. The byproduct that comes out of that actually goes into the ceramic industry. So there's really not a whole lot of waste that will come around there. But that's part of ReElement. That's being built on our Knott County Complex. So we have a complex there has about $3.5 million of reclamation liability sitting on the American Carbon platform that we've assigned to ReElement that will be cleaned up here. Those bonds will be removed, less liability for Carbon, better platform for ReElement and phenomenal workforce in those how to process commodities. I mean our team and people we've been employing since in the region since 2015, '16, they know how to process commodities better than anybody in the world, and we're going to give them a long-term stable opportunity for employment to stay in their community.

Right. And that's not -- is that breaking as coal, right?

I mean it's a less -- it's less environmentally harsh process in coal. It's more contained inside of a warehouse, there's no water discharge, we produce cleaner water than what comes into our system. So I mean, it just -- it gives them a really good working environment and lets people and their communities stay in their community. I mean, that community is a disaster right now. I mean Knott County is in rough shape. They have no businesses going there. Corruption is at highest levels, so we're going to help them.

Is that from flooding?

Just in general. No, from lack of a development. Lack of -- the judge executive there has done a phenomenal job to recruit us, they bring us in. But the rest of the community has nothing going for it. And so we're exciting and -- but there's a phenomenal workforce there, but they leave the area to work every day. So we're excited about helping bring a business there that can provide jobs there and start reducing some of the corruption that takes place there.

Good. Okay. And then the other question is I know it's an unnamed domestic manufacturer, but can you talk about like what your agreement kind of entails now without detail -- too many details and where you see it going to?

Yes, that was -- we have numerous partnerships as we speak. I can't disclose all the names because it is confidential, just given their business where they're at in the world today. But we take from -- on the magnet front, we take power tools in, we take rotors in, we take old motors in from the automotive industry, from the power tool market, from the wind turbine market. And then -- so we have -- I can't disclose names other than EDP Renewables who's been a very great partnership for us. They have a ton of repowers coming through, great business as a whole. Excited that we're able to disclose that partnership. Some of the other ones, they're just cautious about disclosing, given their own business interest, nothing with us. We do a lot of stuff with them. So we're excited about that. But taking those -- our relationship with a lot of the magnet groups are, we take the non-spec rotors in and then we share a portion of the percentage of revenue that we generate out of that or the profit that we generate out of it, I should say. And so that's -- the great thing for us is we're building a supply chain in a low-cost way for the industry so that the industry cannot rely up -- can rely upon us, not China, to get their supplies going forward. But hopefully, here in the nearest term, we should be able to talk a little bit more forthright about who our partners are. I can't tell big companies that I can release their names. They won't let me.

All right. Okay, great. That’s you explained right, always I had things confusing. Okay.

Thank you very much. Steve I appreciate too.

And our next question comes from Kyle Gallagher with Merrill. Please state your question.

Hey, Mark, you got me?

Yes, I got you, Kyle.

I got to say this seems to me to be an exciting time for you guys. And I feel like in all the times I've been listening to your guys' conference, this is about the most excited I've heard your voice in the prepared remarks. So a lot of good things happening here. My question is you had mentioned something about like a company, I think, like Lease Cycle or Li-Cycle, excuse me for butchering the name. And there were some things that you could do, not specifically with them, but a company like that to help build out the industry. Are you thinking on the ReElement side as you build this up, either through like co-locations or different partnerships, would those be like situations where you would be licensing the technology to like a third party to use? Or how are you guys kind of thinking about expanding and growing some of those partnerships?

That's a great question. So we want all the recycling companies in the U.S. to be successful, right? They do one component of the process, we do another component. We do the refining. Li-Cycle is going to build a hydromet plant. It didn't work out. Glencore, they're a great financial partner to them, great company. They stepped in and are helping them. Now what we can offer to the whole entire industry is that separation purification refining step within the hydromet. So if they're producing a leachate, they're taking the end-of-life batteries and they're turning it into a concentrated solution. We can then step in and refine that from them. The CapEx is roughly less -- it's less than half and the operating cost is less than half. So there's no reason why they wouldn't want to do that, and we're starting to get a lot of interest from multiple -- I'm not saying we're working with the Li-Cycle's. I don't want to represent that by any means. But we're getting a lot of interest from a lot of really great partners that need that separation purification step. It will not be a license though. We don't license our technology. The reason for it is our team every day is innovative. And they're always developing better, more cost-effective solutions. We're already the lowest cost in the U.S. Now we want to stay the lowest cost in the U.S. to do that. Bob Galyen told me we need to constantly invest in research. When he joined our Board, it was something he was adamant about. He did it at CATL when he built the company from $0 billion to $185 billion, and he sees our technology is a platform technology, very similar to what CATL was when he joined our company. And the one thing he said to me was always invest in research. And so we've done that with Purdue University as well as within our internal team. And Yi Ding on our team, he is the guy who is phenomenal. I don't think he sleeps. But what we offer is we offer the ability to partner with companies. We will help refine their materials or separate their materials from the rare earth element side to the lithium or the cobalt or the nickel or the neodymium or the zirconium and provide that separation purification step in their facilities as a partnership-based model. That's something we offer today. Now on the other front, we also offer a full suite. We will take it all the way through -- all the way to a lithium carbonate lithium hydroxide with cobalt sulfate, nickel sulfate, niobium and then the oxides on the rare earth elements. But the partnership, it's a partnership-based model. I want to be key about that -- I clear about that because we want to bring our innovations constantly. If we modify something within our process to make it -- to drop our costs from sub-$5 today of lithium carbonate at 5,000 metric tons a month -- a year, if we get it down to $4, we want to be able to bring that technology to the partnership to make that partnership better. So in a license, it's harder to do that. And Purdue doesn't necessarily want to slice out the technology, nor do we. We want to work with them as a partnership in a collaborative way.

Got it. And then if you could just give a little bit more color, I don't know how many quarters back, but it was a while I had kind of asked you what some of the bottlenecks you were experiencing at that time, it was getting access to a lot of good feedstocks. It seems to me from just what your comments today and what I'm hearing is that the feedstock side of the equation is starting to get ramped up in a somewhat of a material way is how I would think of it. How are you seeing that balance with the offtake side? I think you mentioned that, hey, you do a lot of samples from a gram to a kilo to a ton. Are you seeing an equal ramp up kind of on the offtake side as you are on the feedstock side? Or can you give any commentary on how those two sides of the equation are balanced for ReElement?

Yes. I mean, listen, I don't want anything to go slow, like I'm a pretty aggressive guy, and I'm pretty passionate, care a lot about our company. So I want to do things as fast as we possibly can. If you look back a year ago, I would say feedstock was kind of a bitch to get, pardon me the language. Our team has done a really good job at that of securing those feedstocks. Ben Wrightsman came on Board, just a passionate guy. I think him and I are about as passionate as we get. Chris Moorman has done a phenomenal job. Shane Tragethon and Ben Kincaid on the African front on the ore side has done a phenomenal job. Just -- the team has done a great job of building the feedstock, but also these stocks come in when you prove that our technology works, and we've done that. And so now I wouldn't say feedstock is not a problem. Sales aren't -- I wouldn't say sales are a problem either. I mean, one, there's long lead items you've got to get to ramp up production like kilns and stuff like that, which our team is knocking down those barriers every day long. You see a barrier you run through it or you walk around it or you open the door. It's finding a team that's willing to go through the efforts to do that and to continue to push forward in the most economic way and the fastest growth way. Sales side, we have a great partnership that we've been taking material in, and now we're getting ready to selling that back to them in a lithium carbonate form. We're in the qualification process with over 7 companies. A few of those said, we will legitimately take everything you can produce once we get through the qualification process. Now we don't want to do that. We want a diversified portfolio of customers. But as we're ramping up production, especially as the Marion facility gets closer to fruition, our customers will be in line then. What I will say, IRA. So you look at the -- what is it, the Inflation Reduction Act, I forget the name because I don’t think it's what it is. But the -- we will be -- and we qualify under the Inflation Reduction Act. So when we produce lithium carbonate, we're one of the few players in the U.S. are actually and be able to achieve that for our customer base. And so we believe we're in a really good position. And we think you'll actually get a premium to that. Today, in the market, you don't. You get 0 premium if you produce IRA compliant material. Here shortly, we think you will. And that's why we're -- as we're ramping up production to, we can sell all the products we want on the commodity market, but we want direct customers that were -- and that's why we're going through all these qualification processes and they're going really, really well. And then at that point, when you start saying, not only am I through your qualification process but I'm your only IRA-compliant supplier, what is that worth? I think it's quite a bit.

Yes. As always, Mark, really appreciate your patience on these calls and getting through all of our questions and the candid responses, man. Thanks a lot.

Kyle, I appreciate it. We speak from the heart, we speak from where we're at, we speak from the passion that our team shares. And honestly, where we want to see these divisions go, I mean, I built the coal business from the ground up with my team, super passionate about it. I'm not going to give it away for what it's not worth. I'm going to fight for it. Challenging industry it is, but we have great assets. The ReElement division, I've never seen an opportunity like I've seen in ReElement today. It doesn't -- I never thought I'd be in a position to be having a team as passionate as we have, but an opportunity as broad as we have. Refining clinical minerals in a state when our country needs it. Our country needs it for commercial enterprise, our country needs it for defense. So I didn't read remarks today. I kind of went off a cusp because yes, we're passionate, and we're super excited about where we're at. May not be the revenue numbers that people want, and we recognize that, but it's about positioning. It's about being in a position where we can capitalize and take advantage of market opportunities as they exist and survive and thrive, and that's what we do.

Awesome and thank you.

And there are no further questions at this time. So I'll hand the floor back to management for closing remarks.

Yes, one, I want to say thank you all for joining. As always, I'm a little bit long-winded, but genuinely care about where we're at as a business, care about our team, care about our shareholders, our stakeholders. I thank you all for the time you've given us today, thank you for taking an interest in our company. I'm super excited about where we go from here about see a couple of more earnings calls that we'll have -- you'll hear some different voices as we separate these companies. But thankful for the position we're in and excited about the future.

Thank you. And that concludes today's call. All parties may disconnect. Have a great day. Thanks.

Good day, everyone, and welcome to today’s American Resources Corporation Third Quarter 2023 Conference Call. At this time, all participants are in a listen-only mode. Later, you will have the opportunity to ask questions during the question-and-answer session. [Operator Instructions] Please note this call may be recorded and I will be standing by if you should need any assistance. It is now my pleasure to turn the conference over to Mark LaVerghetta. Please go ahead, sir.

Thank you, and good afternoon, everyone. On behalf of American Resources Corp, I would like to welcome everyone to our third quarter of 2023 conference call and business update. We do always welcome this opportunity to provide an update on our businesses and discuss our accomplishments we have made over the past several months and how we are uniquely positioned within the markets that we serve for our American Carbon, American Metals, and ReElement Technologies. Also on the call today is Mark Jensen, American Resources Chairman and CEO; Kirk Taylor, our Chief Financial Officer; and Tom Sauve, our President. So Mark and Kirk and I will provide some prepared remarks, then we will get into the question-and-answer part of the call. Before we kick it off, I would like to remind everyone of our normal cautionary statement. Certain statements discussed on today’s call constitute forward-looking statements within the meaning of the Private Security Litigation Reform Act. These forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ materially from the results discussed in the forward-looking statements. When considering forward-looking statements, you should keep in mind the risk factors, uncertainties and other cautionary statements, which are laid out in our press releases and SEC filings. We also do not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise. Lastly, for anyone wanting to ask questions today, I believe you will need to dial in by phone to get into the queue. And we are going to begin today with a few comments from Kirk Taylor, our Chief Financial Officer. Kirk.

Thank you, Mark, and thank you, everyone, for taking a few moments out of your afternoon. Over the past several months, we have continued our execution on solidifying our strategic positioning within our addressable markets, which we believe positions our company for attractive long-term value creation. In doing so and in conjunction with the direction of our strategic committee, we have embarked on several initiatives to unbundle our unique platform of assets to better unlock value for our shareholders and position each entity as a standalone company. We will go into some detail on several of these initiatives throughout this call. First, I will start with the update on ReElement technologies. As we have previously discussed, our intention is to separate our wholly-owned ReElement Technology division into a standalone public company, given the strategic positioning and groundbreaking innovation as a world-leading refining technology platform using our patented chromatography technology to refine critical minerals as well as rare earth elements. We believe ReElement is a very unique entity and provides investors with a tremendous value proposition. This past January, we filed our initial Form-10 registration statement with the SEC to begin that process. We have addressed all the comments and questions from the SEC regarding the spin-off at separation and feel that we are in a good position to continue to update our filings, as it relates to quarterly updates and periodic news flow. All of our filings related to this can be found at sec.gov under ReElement Technologies. We also converted ReElement Technologies, LLC to Indiana Corporation to further advance the separation process. We recently announced a bond offering approval in an amount up to $150 million to finance our dedicated lithium refining facility in Knott County, Kentucky. We are tremendously excited to work with the local county and the workforce there to develop a unique platform as a domestic refiner of lithium, battery grade lithium. We also recently closed on our previously announced nearly $45 million tax increment financing bond for our Marion Refining facility. Again, we tremendously look forward to working with local community, workforce and government to enhance both of these projects. We continue to discuss many strategic relationships, both in commercial and financial arrangements with domestic and worldwide partners on ReElement. Every day is exciting and every day we are progressing. Next, I will touch on our spec. So as previously discussed, American Resources sponsored AMAO, American Acquisition Opportunity, Inc. We are extremely proud of our team with the execution of the recent closing of the merger between our sponsors back American Acquisition Opportunity and its target RoyaltyMajor Corporation. American Acquisition Opportunity, Inc., has been renamed Royalty Major Holding Corporation and now trades on NASDAQ under RMCO and its warrants RMCOW. When we had IPO’ed AMAO as its main sponsor, we sought out to merge with a dynamic cash flowing company that did not require a complicated or highly diluted financing as part of this D SPAC process. We wanted to make sure it was a clean platform to thrive as a public company. After assessing a number of potential targets with several required complex structures, we paved the path forward to bring Royalty Major Corporation to the public markets through the D SPAC merger with AMAO. As a reminder, RMCO is a next generation royalty company, focused on expanding its current cashflow and revenue streams by identifying undervalued assets within sectors, including natural resources, land, sustainable development, controlled environment, agriculture, and intellectual property, while constructively supporting the communities in which those businesses operated. Following the closing of this transaction, American Resources remained the shareholder approximately 3.25 million shares and warrants a fully diluted basis. The underlying registration of these shares was filed yesterday, and I would direct anyone wanting to learn more information to go to sec.gov. Search under RMCO, you will find all the relevant filings. And again, to reiterate, as of last week, the combined company trades under RMCO on NASDAQ as Royalty Management Corporation, a royalty management holding corporation. Now we will dive into our quarterly summary. Over the third quarter of 2023, we again showcase our operational flexibility, operating cash flow positively and generating approximately 3.5 million in net income, while continuing to position our unique set of assets while executing on our value creating initiatives. The only new debt that we took on over the past two quarters was associated with the issuance of the tax exempt industrial development bond for the development of our Wyoming County, West Virginia buying complex, as well as mine development financing from one of our key customers to develop the Carnegie 1 and Carnegie 2 expansion. As of today, November 14, 2023, our current shares outstanding is just over 78.2 million Class A common shares. Cash on hand as of the end of third quarter was approximately $44.7 million. Lastly, and it is probably worth reiterating, all of our excess cash above FTIC limits are held at a top two U.S. based bank. Our unique platform of assets is in great position to deliver what we believe is attractive returns and value to our shareholders, including our mining assets, our ReElement Technologies division, as well as our American Metals division, which we are in the process of strategically positioning within the electrified economy. I would like to now turn the call over to Mark LaVerghetta for some additional comments. Mark.

Thanks, Kirk. As we frequently state, our ReElement Technologies division represents an incredibly exciting and very strategic opportunity for us. We have never been involved with an entity that in our opinion has as much upside than ReElement. As we continue to strategically position ourselves in the global supply chain for critical minerals, I think it is important to reiterate and emphasize our position within that market. ReElement is an innovative and advanced refining platform for critical minerals. While we believe we are a high value component within the recycling value chain, we are not solely a recycling platform. As highlighted by our recent announcement of producing battery grade lithium carbonate from spodumene bearing ores. Our ability to produce high-purity lithium products and rare earth oxide from natural feedstocks showcases our platform’s flexibilities and differentiates us. However, we do believe our position in the recycling market and sustainable supplier of critical minerals is highly important as we move towards a highly mineral-dependent electrified economy. That being said, and again in our opinion, recycling platforms alone are going to have a hard time, bridging the gaps to an end-of-life and manufacturing volumes materialize to levels that can support their CapEx and OpEx fundamentals. Additionally, when we started ReElement, our mission was always focused on how to most efficiently and effectively deploy critical mineral refining capacity Outside of China. It has always been our belief that attempting to deploy legacy Chinese refining technology in the United States or Europe or much of the industrialized world for that matter would pose a real challenge. Those type of facilities are extremely expensive to build and operate, due to the harsh chemicals, the waste output and maintenance at large scale. Even though it is still early in energy transition, I believe we are starting to see those challenges manifest as projects utilizing solvent extraction or HydroMet are getting delayed or canceled. Of note, we are now referring to our Noblesville, Indiana facility as our commercial qualification plan, rather than a pilot facility, to give a more accurate description of what we actually do there, especially given the variety of feedstocks that we frequently receive, test, validate and design for in large scale. Our innovative and advanced refining methods using chromatography, displaces the toxic conventional methods which are used in China and we believe is an important linchpin in making the United States competitive within the electrified economy. Just to recap some of our commercial qualification milestones, meaning the production of certain ultra pure elements and compounds at commercial scale within our Noblesville plant and validated by third-party labs. These are, we produce greater than 99.5% pure rare earth elements such as neodinium, presiodinum, and dispersium from end of life waste magnets, greater than 99.9% pure lithium from end of life NMC lithium ion battery chemistries. 99.9978 pure lithium carbonate, produced from LFP battery manufacturing waste and 99.96 pure lithium carbonate from spojemine bearing pegmatite ores. And as we frequently, we are frequently sending material out to our third-party labs to verify our own results. We recently again verified neodinium oxide at a 99.57% purity with presiodinum being the most predominant contaminant, where our NDPR mixed oxide was produced at a 99.96 purity, where magnet manufacturers actually prefer a mixed NDPR oxide. Another meaningful attribute and differentiator of our technology is its ability to modulate scale within a smaller footprint, allowing us to grow more congruently with available feed stocks and as market demand grows, meaning we do not have to make huge CapEx bets and wait for feed stocks to materialize. We design for the specific feed stock, we spend less and build accordingly to the market. While our intrinsic operating parameters do not change as we scale up. The world has never really needed innovative innovation and critical mineral refining until now or maybe we just became complacent with China’s dominance of the overall market. But that is obviously changing and that there is the value proposition of ReElement. The world needs advancements in refining these raw materials that power our modern day technology and we believe we provide the most efficient solution while also being in the lead position to do so. Lastly and to add to Kurt’s comment on the strategic spinoff of ReElement, I have frequently stated that this is not an exercise of speed, but rather an exercise of value creation. There is strategic value in communicating our plan to separate certain assets from the holding company as well as our desire to be transparent with our investor base. While certain things are within our control, others are not. However, I would refer to the closing of the Wyoming County coal tax exempt bond issuance, the closing of the merger between American Acquisition Opportunity and Royalty Management Corporation, and the recent procurement of our Marion facility and incentive package, which Mark will elaborate on here soon as recent executional successes. We truly believe ReElement has the opportunity to create substantial value for our shareholders and the decision we, the decisions we make, and the time associated around the entire process, while sometimes outside of our control are based on maximizing that value the best that we can. I would like to now turn the call over to Mark Jensen for some additional comments.

Thanks Mark, and thanks everyone for joining. It is been an exciting quarter for us, in terms of a number of avenues, but more importantly, our team has been extremely active this quarter on positioning and the execution at all of our divisions. Our business model within these divisions was set out to displace and disrupt legacy industries through technology efforts, streamlining of the businesses, and we are exceeding on or succeeding on all fronts. We truly sit at a very interesting position within our ability to bring cost competitive refining of critical minerals to the domestic and global market in the most environmentally safe and sustainable methods ever developed. At no point in our history has our business been better positioned to serve the markets we operate in and capitalize on the broad asset base that we built, the talent that we possess within our team and our ability to produce, process and refine raw materials that are in very high demand across the entire platform. We are extremely excited about the opportunities for all of our entities, as we continue to execute upon our strategic plan to unbundle these assets, extract value for our shareholders and better position the asset bases within each of their divisions for growth as well as capital allocation and with developing teams under each of the separate operating companies. Let me touch briefly on the monetization of our Carbon platform. As we have reiterated, we remain highly focused on monetizing our substantial platform of carbon assets, either through operations, leases or divestitures. As we have previously communicated, we have successfully closed on our $45 million tax exempt industrial bond offering through the West Virginia Economic Development Authority, which will fund the expansion technological improvements to the existing metallurgical carbon processing facility at our Wyoming County Complex. We have commenced our development work there and recently put out our first development production of mid-vol carbon on the ground as we began facing up the first deep mine. Subsequent to the closing, we have seen an increased interest in our carbon assets from several parties. These include, an unsolicited bid for all of the assets associated with American Carbon for the implied enterprise value of approximately $260 million. This offer was not accepted by our Board of Directors due to the duration and structure of the consideration payments. We have also received and entered into a non-binding LOI from a non-affiliated strategic party to purchase McCoy Elkhorn, Perry County and Wyoming County complexes for a total consideration of approximately $280 million or $3.58 per share. We have signed that LOI and are working with that party on that process. We are seeing a round of consolidation taking place within the global steel industry, including the supply constrained carbon market. Our platform of carbon assets is unique, given the significant mining infrastructure we own, the quality of the carbon we produce and have those two, the restructuring efforts and investments we have made over the past several years to right size and streamline the operations. Those streamlining efforts, let me touch base on that quickly, which I think is important. We acquired eight companies, five of them through 363 bankruptcy sales over a period since 2015. During that process, we have reclaimed almost $28 million of environmental liability and received bond releases on it. Those bonds cost money each year. And by reducing that liability, we are also making our business more profitable from these legacy operations that we acquired, bettering the assets and streamlining the team to be focused on production at low cost. And that is what we build today and that is what we possess in our ramping up. We believe our platform is very attractive for the current market as steel producers are looking to secure long-term supply chains of quality met carbon, not only domestically but also internationally. And within the supply constrained environment, there is going to be significant opportunity over the next few years, and into the future to be a low cost producer of met carbon. Furthermore, our operational team has made huge strides over the last few quarters to further reduce the cost structure and position these operations as one of the last low cost, long life operations within the industry. Given the progress, the company’s target is to restart these select operations over the next 45-days and we are progressing towards that in past quarter. As we work through the sale process as well. We continue to work through these processes along with the other possible consolidation plays that are taking place in the overall global steel industry. As stated earlier, we have received interest from multiple parties and continue to receive interest from multiple parties and additional parties across the landscape for our different operations, which provide us several options to explore and we will pursue those that best benefit our shareholders and workers alike. Given our team’s efforts and positioning to date, we choose and if we choose not to sell the carbon assets to the OI which we signed or any of the other interested parties, we are well positioned to still separate the companies to create pure play opportunities. With that we previously filed our initial form 10 registration statement with the SEC to spin off our wholly owned American Carbon division into a standalone public company. Let me touch base on that briefly. The reason we did that was we can’t control every aspect and or timing of any other party. What we have we can control is the ability to put forth effort to position the assets and prepare for anything that comes at us. And as such, we filed that the Form 10 and we are pursuing and working with the party to sell the assets. But should that not close, we are well positioned to still monetize the assets for our investors, create a royalty stream back to American Resources, dividend out those shares to our underlying investors, and position the company for growth as a standalone operating entity. We did this in conjunction with the recommendation of our strategic committee and approved by our Board of Directors on spinning off American Carbon into its own public platform, which better enables the business for growth, capital allocation and motivation of the operating team in itself. As stated, also, additionally, the spinoff is structure did that American Resource Corporation could receive up to over 300 million in the form of royalty payments from American Carbon over time based on production and capital raises. Under a spinoff scenario, our shareholders would receive a pro rata distribution of the American Carbon shares, should we go that route. Furthermore, we have also secured a $20 million factoring facility for American Carbon to support its normal course of business and to grow the business and upon any spinoff of American Carbon. We have a $100 million dollars equity financing facility in place under American Carbon Pubco as an additional option for future growth, which would go alongside of our 45 million tax and bond for Wyoming County, which cumulatively represents approximately 165 million meta fees of financing capacity for a standalone American Carbon asset. Over the third quarter, we were able to monetize some carbon assets and inventories as the Global Met carbon market stabilized following a brief period of logistics and bottleneck supply challenges that took place in the global supply chain. As previously stated, we are currently in the process of planning a restart of our Carnegie mines. And pick up where we left off earlier in the year where we have realized some of our best fundamental production levels. Furthermore, during this period of downtime, we have also continued to advance forward at the operations to further drive operational efficiencies and have made huge stride by our team there at very low CapEx levels by expanding and positioning those mines to be high producers at low cost. We continue to develop our Wyoming County complex to begin operations next year and are on track and progressing nicely at that operation and execute upon the vision of the American Carbon team and also the vision of our strategic committee to unbundle the assets, the certain assets as we disclosed. Let me touch briefly further on ReElement Technologies. To add to the comments that Mark made earlier regarding ReElement, the opportunities we have in front of us are extremely exciting. Our ability and the way that we efficiently deploy critical mineral refining is indeed unique. Our strategic plan to scale our platform is multifaceted. One, we will operate our existing facilities and current facilities we have announced. We currently have two planned announcements of two additional planned facilities that we publicly announced, one, in Marion, Indiana and two, Knott County, Kentucky. Our Marion, Indiana campus which I was at today is coming along phenomenally well. This is a 42 acre campus with approximately 425,000 square feet of existing structure which will be mainly focused on the recycling and refining of Critical Minerals. Our initial design will support an annual production capacity of 5,000 metric tons of battery-grade lithium carbonate and 1,000 metric tons of magnet-grade rare earth oxides. We have also closed on our tax incentive package with the support of Marion of approximately $45 million from the City of Marion to support the Brownfield development of the facility, as well as the equipment expansion and operational expansion of the facility. And we are working on other government supported programs under Bipartisan Infrastructure Law and IRA as well as other capital sources to support that growth at the project level. Kentucky Lithium, Kentucky Lithium project highlights another unique attribute of ours and how we are well-positioned to deploy our leading critical mineral refining technology. Our vast ownership of mining assets in Eastern Appalachian Corridor provides us with the needed infrastructure to bring meaningful lithium refining to North America. Furthermore, I would like to point out, we are tapping into a skill set in a workforce that has hundreds of years of commodity processing experience. They understand the importance of cost. They also understand the importance of quality. We are also tapping into existing infrastructure that we have at our Knott County complex, which we did not include in the sale of the assets under the previous LOI for this reason. This provides us the ability to move fast and at low cost to build our lithium refinery there, utilizing the existing infrastructure and the existing location to lower the CapEx and further to tap into the existing infrastructure that we have already present that we are not going to be waiting on from power stacking tubes, conveyors, et cetera. As a point of reference, the United States today produces approximately 17,000 metric tons of battery-grade lithium carbonator hydroxide. This facility is being designed to produce approximately 15,000 metric tons of battery-grade lithium carbonator hydroxide, giving the United States the ability to double its capacity utilizing our state-of-the-art technology and utilizing a workforce that is more than up to this challenge. The facility is on controlled land, logistics infrastructure is on place, rail is on place, landfill is in place and the workforce is in place. This is an exciting opportunity not only for us, but also to showcase and provide opportunities to a workforce that has been displaced by the energy transition marketplace. As stated, we have recently announced the preliminary approval of the Knott County Fiscal Court for the issuances of up to $150 million of taxes and revenue bonds to support the growth of that complex, similar to the Wyoming County bond we closed. I have also had the opportunity to speak at a taxes and bond conference and I will say that the Port for industrial revenue bonds such as these is very strong upon the investment community especially, the way that we are building this facility, the workforce that we are bringing, and the use of this facility in itself. Both our Marion and Kentucky lithium facilities will be able to modularly and efficiently add refining capacity to respond to feedstock availability as well as market demand. And I will say from a feedstock availability based on our trips to Africa as well as to Canada is abundant. There is quite a bit of lithium ores, lithium bearing ores within the marketplace that need a place to refine other than China, that are looking for a place to refine other than China. We have also recently been expanding our operations and looking at opportunities in discussions on several opportunities in Germany as well as throughout the EU marketplace, and are having those discussions with partners as we speak with our team over in Germany as during this call at the moment. Japan is another market which we have been working on. We have been working on the Japanese market for a long time. We have entered into a joint venture partnership within the Japanese market. We will showcase ReElement Technology in Japan, one of the most highest tech areas of the world, and showcase how it can not only refine critical minerals, but do it at a cost structure that is competitive, if not better than what is done in China today. This partnership has also already begun realizing service revenues to ReElement sourcing of lithium ores. As I mentioned, our team has been to Canada, we have also been to Africa. I have been to Africa myself three times over the last six-months, and the opportunities there not only for sourcing ores but also showcasing our technology is abundant, it is an amazing opportunity to create job opportunities within the local environment, to displace China’s dominance throughout the region and to do it in a way that is favorable to the local community. Our relationships in West Africa, South Africa, as well as East Africa are substantial and very and moving very, very quickly and we are excited about the opportunity to import high value technology to Africa, create jobs for the population, one of the fastest growing population bases in the world, while also helping them drive manufacturing and solving the supply chain for the United States. We believe these opportunities to provide low cost, environmentally safe, lithium refining around the world in a collaborative manner to meet the needs of the energy storage market are abundant and will continue to grow. Being able to build our modular facilities in these local environments to source the critical minerals in a low cost format, while also showcasing one of the lowest carbon footprints from a refining capacity facilities in the world. We have had early successes in developing partnerships such as the one we have established with our magnet and battery partners that we have already announced, and we continue to have good success with several other pilot programs where we are fostering collaborative opportunities within the automotive, wind energy, consumer power tools, and broader energy storage and recycling markets. We are excited and confident about the developing these pilot programs into long-term partnerships and communicating them in the near term with our investor base. I would like to recognize our ReElement team for the groundbreaking successes that we have achieved and the time, quick timeframe we have achieved it and we do believe the time is of the essence. We also believe that we put together the best team to continue to drive the revolutionary refining technology and continue to add great talent to our team with the recent additions of Ben Weisman as President and Shane Tragathonas Vice President of International Strategy. Our goal is to build real element into a multi-billion dollar business and do so based on performance. We believe we have the right team in place and the line of sight to accomplish this mission. As we continue to execute upon our strategic plan, American Resources is focused on the highest value opportunities and we will look to expand its asset base within the natural resources industry, utilizing cash generated from asset sales and royalties to acquire interest in high value, critical and rare earth mining assets that can feed into ReElement Technologies to be refined in a cost-effective environmentally sustainable method. We are in active discussions on multiple opportunities in this front where we can leverage the ReElement Technology, take an ownership stake in these mines such as lithium bearing mines in Africa, as well as other parts of the world that we can also showcase and help to provide guidance on how to operate these mines safely and effectively and efficiently. We are excited about that opportunity and we believe in the future from American Resources, as a holding company, we will be able to benefit greatly from these additional expansions we are evaluating. In closing, we remain very confident in the positioning of all of our assets and the long-term value they provide to our shareholders. We remain hyper-focused on unlocking that We have ample liquidity and do not foresee us needing to issue equity at the AREC level to raise cash, especially with some of the sources of non-dilutive capital we have available to us and recently announced project financing that we have available to us at the ReElement level. Just to reiterate, as the largest shareholder of American Resources and one of our largest shareholders of American Resources, our management team is committed to maximizing the value of all of our businesses and believe our continued execution and the unbundling of assets will help us to achieve this. With that, I would like to turn the call back over to the moderator for some Q&A.

[Operator Instructions] And we will take our first question from Heiko Ihle with H.C. Wainwright. Your line is open.

Thanks for taking my questions. Excuse me. You filed that Form-10 registration statement for the spinoff of American Carbon. And I guess that is obviously only if the sale options don’t materialize. Is there internal drop debt date by when you expect to make this decision whether it gets sold externally or what exactly happens? And I’m pretty sure the answer is, it doesn’t matter. But to be clear, just because you filed this form doesn’t force you to do anything, correct?

That is correct. So we are not forced to do anything. We filed it. We obviously can’t control what any buyer does or does do, especially with the consolidation taking place within the steel industry today. Our goal is to monetize the assets. Now, we are running and thankful for our team, it is a dual process that takes time and effort, but we are running that dual process. Even if we spin off American Carbon in the Form 10, that does not mean we may not still monetize it. If the value is above the current market value, then we will monetize it. We are getting, I mean, American Resources, we believe today is well below the fundamental value of the business and we have seen interest for the company as a whole obviously which we are not willing to do, above the current market value. But the American Carbon asset in itself, we are working and the buyer is in active dialogue and it is going very well. I mean and we are going to showcase the cost structure of these mines very quickly, which is getting very exciting. And not only the current buyer that we signed the LOI with, but we have had multiple other parties come in with very interesting structures as well beyond that. But depending on how long they take that doesn’t mean we may not still pursue with the Form 10 and spin it off and then still move forward with the sale the assets if the market value is below what the buyer is willing to pay. But it does not - filing the Form 10 does not force us to spin it off. But we are going to move as quickly as we possibly can, pursuing all alternatives to position the assets to unlock that value and that may be spinning the company off in a Form 10 and then selling it thereafter.

Fair enough. And then just a completely different one, can you break down the $45 million in local incentives that you got? How much of that is cash? How much is tax savings? How much is, I don’t know, discounts on land? Can you just break down the $45 million please?

Yes, I will do my best at it. And I, just, it is a little bit of a complicated structure, but it is a tiff that can be monetized as we build the property out and or borrowed against. So it is a bond that can be issued, or borrowed against as we continue to build out the facility and allocate capital. There is almost like a reimbursement of the cash, is the best way to describe it. So it is, it provides, it is a great structure for us to enable us to have non-dilutive capital available to us and as we spend the capital, get it reimbursed.

Our next question comes from [Mark Stone] (Ph). Your line is open.

Can you please clarify the relation between all the potential assets, sales and spinoffs? For instance, if American Carbon is sold and or spun off, and would you still go ahead with ReElement spinoff? What would that leave American Resources with? Would that be American Metals plus the shares owned of Royalty Management Company? Can you please clarify that?

Yes, that is good question. So our goal is to separate the divisions off into their own operations, own teams, that are able to drive in a direction and as a pure play opportunity. So American Carbon, that is correct. We, if we spin it off or sell it, obviously that would be its own independent entity, a will, regardless of how the structure, it will pay royalty back to American Resources for the American Resources shareholders. In either one of those instances as well as cash consideration. ReElement absolute plan is to still spin it off into its own separate company, to provide a very clean structure, spinning ReElement off, I mean ReElement we believe is an absolute game changer for the market. It is being recognized throughout the world for what it can do and our partnerships that we are developing and customers that we are developing on that front, we will be able to showcase here very shortly. Also the fact that we do intend to apply for infrastructure bill, grants and stuff of that nature, having it associated to a coal business, it makes that challenging. So having any of the legacy coal related aspects in this filing, we would prefer not. So we will spin that off into its own entity. Post a spinoff of both of those assets. American Resources is set up as an opportunity to further expand its footprint within the critical mineral space. We are in negotiations as we currently speak and making significant progress on acquiring an interest in lithium mines. I have been traveling throughout the world in multiple countries within Africa that we have very good relationships with the strategic parties that have concessions there that we may take an interest in, which will then be processed at ReElement. So the goal for American Resources is expansion, is expansion within that sector, focusing on taking strategic interest in operations that could then feed into the ReElement entity for further refining, controlling the supply, de-risking it for both entities involved. But and then obviously yes, it will still own American Metals as well as the interest in Royalty Management Corporation, Royalty Management Holding Corporation.

So if those mines were acquired, would that be a ReElement processed the material from the mines? Would that mean that ReElement was doing more than just recycling processing but actually processing initial mining extracts?

Oh yes. ReElement’s doing that today. We were processing lithium spot mean as we speak. That is what, I mean my three trips to Africa over the last six months were to work with not only the lithium opportunities, but also rare thors, which is a new opportunity for us, which we will further go into in the next few months. But the lithium bearing ores and/or other critical mineral ores are substantial opportunity for the ReElement technology. We can build facilities at a much, much lower cost than the legacy methods of doing of refining materials that China uses. We can co locate them at the operations within the sites such as in Africa, and build the facilities there so we are not trucking rock or shipping rock halfway across the world. And we can scale our, design our facility to match the CapEx with the feedstock available. One of our competitors just announced that, they are evaluating the sale of their business. They were trying to build a refinery that was about five times the size of the current market availability. That is a recipe for failure. We instead design our facility, based on the current feedstock available and then we can modularly scale them up over time. We are matching CapEx with feedstock as well as OpEx with feedstock. So that there is no - from a cost structure perspective, we are able to very, very efficiently expand our business. But that gives us the ability to go to the ores as well as the recycled market and expand our footprint globally to benefit from the technology in itself. Sorry for long answer.

Yes. Okay. So a separate question. Can you please tell us the plans and timelines for getting to non-trivial revenue generation from rare earth oxide separation?

If I gave you guys time frames, you would all yell at me. We do our best to achieve them, but some things are outside of our control. I will do my best though. So our Marion facility is where - our customer qualification plan can significantly expand our production and we are doing that as we speak. We have been qualified at a number of different customers currently, and are further progressing with those customers. We have off takes on the rare earth side. We have off on the battery side, getting the meaningful revenue will be in 2024. Now that being said, we are generating service revenue as we speak right now through our Japanese partnership. More to come on that in the next couple of days. But the ability to further scale the business and the unique thing is our cost structure is extremely low. We are strategic in the team members that we are hiring, to keep our costs low until we get to that meaningful revenue generation, which is coming. It is coming quickly. I don’t want to give you an exact date because if I miss by a little bit, I will get slapped for it.

Our next question comes from Steve Segal with KBB Asset Management. Your line is open.

I was reading today about the life cycle news, and I hadn’t really known that much about the company, but I read more about it and I see they had multiple shredding facilities and they mothballed, I guess, their HydroMet facility and it seems like chromatography is a much better solution than what they were trying to do. So is there any interest on ReElement in like, you know, talking with them about some of their assets or collaborating at all?

I mean, we will look at the assets and we will reach out to their adviser that they hired with regards to the shredding operations, not with regards to the refining capacity they were trying to build, that announcement.

You have a better solution, right?

Yes. It showcases that legacy ways of refining commodities does not work. It works in China because they already built it and they don’t care. I mean, they are in inner Mongolia, labor and environmental standards there are very low. That technology does not work in the United States. It does not work in Africa, it doesn’t work in Europe. And you are going to see more of that, in my opinion, in the United States where people are going to mothball solvent extraction facilities because it is not, it is not cost effective and it is extremely expensive to build. More importantly, it is extremely expensive to operate over time. You can maybe get it up and running, but you will not run it for over 10-years without having significant maintenance CapEx. You are dealing with really harsh emulsion of chemicals. Chromatography is a game changer in the space. One, because we can design it based on the scale of available material. And so that gives us the opportunity to build anywhere throughout the world and do it quickly. And we are going to showcase that here very shortly to our shareholders and through the relationships that we are building to date. Would we have interest in their shredding operations? Yes, we would. I mean, through the American Metals business line, we would be interested in acquiring that. But more importantly, instead of hub and spoke, we will put a chromatography facility in each one of their shredding operations and show the world how to do it the right way. Do it in a way that that is cost effective. Costs matter, the automotive industry, and especially in the EV chain, are losing money right now. They need to focus on controlling their costs. They are building great business models for the long-term, but they got to refine the cost structure. We can do that. We can provide cost effective solutions that go head to head against China and displace them in markets that they are already trying to operate in, especially within Africa.

Our next question comes from Keith Goodman with Maxim Group. Your line is open.

Hey guys, quick question going back to Africa and Japan and Germany and other places that you said you are working with. First of all, does any work that you may do there, get you to qualify for the inflation reduction? And two, it sounded like you are saying that you are going to take equity ownership or maybe some type of economic ownership of some of the mines there. Does that mean you would pay for something like that or would you bringing the technology over there get a low cost way of owning the, you know, a partnership?

I will touch on the first one first. So, obviously on the importing of ores to our Kentucky Lithium site, yes. We have received preliminary approval to advance to the next stage under IRA compliance. Most people don’t think it is an application based process, but it is, and we are working with the DOE on that. We have gotten through the first phase of that process which opens us up to go to the second phase, which we are super excited about. Steven Frankowski and our team did an absolutely amazing job with that. And so we, yes, we do believe that given the high value aspect of refining in country, we will enable it to qualify. Now, we also are working with the government on operations that we would build within Africa, because our model is to go to Africa, to build within the local environment with partners, being project financed over within Africa with local sources as well, and local partners, so that ultimately we are sharing in the risk and we are aligning the interest of the parties there. So I mean, IRA compliance is a big deal, especially in the automotive. But now we also focus a lot on the LFP market, which is a lot of energy storage, which represents over 70% of the battery market today. We are the only company that we know of in the U.S. that can refine LFP batteries at scale, cost effectively and make money doing it, let alone obviously the ore business we are doing. But yes, we do believe based on that, we will qualify. We are working with them on the applicant operations. If we bring it back here to our cathodic active material partners, would that qualify for IRA? We are working with the government on that. We are uncertain on that aspect. But not necessarily needed for all applications, not needed for energy storage in some of those markets that are already building out substantial amount of batteries, and it gives us the ability to scale quickly. The one project in Africa I just came back from in West Africa could represent first year of operations, which will take time to build and everything to that extent could be well over $350 million in revenue to us as a business and the ability to significantly scale it beyond that, that is one project out of many that we are working on in that market. And I apologize. What was your second question?

Would you have to pay for the ownership of those assets?

So I’m not going to give you all my negotiating strategy away. But, we will leverage our partnership with ReElement, which will enable American Resources to get a very attractive opportunity to take an equity ownership in these mines. Now, why is that important? One, you read a lot of negativity about mines in Africa and I have been to a bunch of them recently. They are not all being run-in an unethical way. There is actually a substantial amount of mechanization. There is a substantial amount of ethical mining and/or small scale mining that is done ethically. But as we expand ReElement, we want to also make sure that, we are protecting the interest of ReElement and making sure that where our sources are also doing it right, not only from an ethical perspective but also being done from a safety perspective and from a productivity perspective so we can get as much feedstock as we can so we can grow our business as fast as we can. I’m proud to say American Resources under our Mining Department Division, we won the Sentinel Safety Award once and we have been nominated twice, which is the highest safety award you can get within the Federal Government of the United States. We are going to bring those same aspects to the international locations that we are partnering with. Now, will we pay something for them? Possibly, yes. We will invest into them. I feel like given the time of what we are doing and the work and we are doing in place and bringing equipment over there and stuff to that nature will be methods of gaining interest in these mines. Now, we won’t run the mines. Our goal is not to operate mines within Africa, but it is to take an influential position within the mines to protect our interests and protect our future supply chains.

So all of the above...

Yes, the quick answer is all of the above. There will be some cash consideration. There will be in kind of. There will be refining capacity we are bringing to the table and stuff of that nature.

Okay. And I have been reading recently some coal miners here or companies that own some coal assets here are claiming rare earth critical element on some of these properties, which leads to the question, do your coal mine, coal asset properties have rare earth critical elements on it? And isn’t there some value to your property with that as well?

Santa Claus just came to the coal market. Every coal business is worth billions of dollars now, basically is what they are saying. Nothing against, they are great guys. I know them. They have done a good job on the mining side, on the coal side. Every coal property has essentially, not every, a lot of coal properties have that same characteristic. It is nothing new. Cool that, rare earth elements, lithium for that matter is in your backyard in a parts per million basis. Now, if that property is worth $37 billion, that is phenomenal that every coal business in the country is now worth a lot more money because most coal companies have - present on the overburden, underburden including ours which we own. We are one of the largest mining companies in Eastern Kentucky from an infrastructure perspective. And we have sampled, we worked with Penn State three years ago to do an extensive study on all of our rare earth reserves and lithium reserves at our properties. And we had, most of the properties we sampled were actually higher grades than what they reported. And so yes, we have those exact same things. Now, my opinion is, it is very, very challenging to focus exclusively on mining rare earth elements from unconventional sources. Now, so as a mining operation, you are not going to go somebody, they are not going to go mine that operation just to extract the rare earth elements. They will never make money doing it. Our opinion is you can use byproduct economics and you can actually make money. We are going to showcase that in West Virginia, using byproduct economics extract a valuable resource, which is your met carbon. The output of that ionic clay is your waste, your overburdened under burden using our technologies that we have within ReElement to extract out those metals, produce a concentrate, and then feed them into ReElement to refine. Now, if they go through all those steps and they can do it profitably, then we would happily accept it at ReElement to refine it because they don’t have that technology, nor does anybody else, we do. So we hope they do, we hope they progress with that. But I think it is challenging as a standalone. Maybe they have byproducts that they are focusing on there and that’d be great. But everybody, all the coal companies, if you test their eye on a clays within the coal seeds, they probably have some components of rare earth in them and or lithium in them, which we have done, which we do have. But you got to, you got to figure out how a way to make money doing it, and that is the most important thing, and do it in a cost structure that your customers can pay for it.

Got you. Got you. And then lastly, I guess going back to lifecycle for a second, if they are shutting down the construction of the second part, which I guess is the processing part, they must have had relationships with some companies who I guess were under the assumption that they were going to be getting some of these rare critical elements that are processed as a from lifecycle. I imagine that would be a logical potential customer for you.

Yes. I mean, we believe, so. We talk about refining, ReElement is a refining company. When you talk about recycling, those are shredding companies. Most of the people that you hear about in the United States that they say are the biggest battery recyclers, they are shredders. They shred material, they produce black mass and they sell it to China. That is what is done today in the United States, by the way. That is going to change here shortly, in my opinion. And I think Congress is going to open up to that and start saying, why are we shipping all this black mass and shredded batteries back to China? That is got to stop. And it slowly is, and we are seeing quite a bit of black mass come through our facilities now from these recycling companies that are testing that we are able to test with and develop partnerships with. And we are excited about that. And we are excited about what the recyclers are doing. They are doing a lot of aggregation and they are doing a lot of shredding of batteries. And now we can refine that for them. What Lifecycle was trying to do is create a hub and spoke model. They were trying to create these battery shredding operations throughout the country, and then they were going to build one hub up in Rochester to process it. Well it is proof is in the pudding. Solvent extraction doesn’t work in the United States. It is too costly to build and it doesn’t make money. And you can’t match your CapEx with your feedstock availability and or scale it over time once you build it is what it is. Our technology at Real Element is highly modular and highly scalable. And yes, we are super excited about working with all of the recycling companies throughout the United States and throughout the world to help fulfill that supply chain gap that everybody’s missing. Everybody’s missing the ability to refine lithium, to refine critical minerals, to refine, rare earth elements outside of China. And we can do that today and we can scale that rapidly today. And because of that, we are getting a huge amount of interest from these parties to work with them. Now would we be interested in the life cycle assets, and will we be involved in that process? For sure. Under American Metals line, which is where we would shred the batteries at, and we have developed that model to do so. But, ReElement is that missing gap. It is replacing that solvent which can’t be done in the United States. And our facilities are operating, proven can operate under environmental standards and proven we can scale it rapidly, not only domestically but also internationally.

Okay. Appreciate it. I really appreciate it. I think a good job of explaining it. Thanks a lot.

We will take our next question from Mike Niehuser with Roth MKM. Your line is open.

Just real quick, I know we are running late here. But I noticed that it said that you would commenced development at your Wyoming County and that you are realizing the first development. I take that as you are almost in the early throes of production and you are going to be commissioning them for the next couple quarters now? Is that close?

So we started the initial development of the face ups. And in that, the nice thing about deep mine face ups is you actually will produce coal in that process, and be able to monetize it. And so we are working on the Eagle team as we speak right now to develop that, with the goal of over the next few quarters to commence production there. In the meantime, we will be able to generate revenues from the facility as we are expanding it, as we are developing it. So it is an exciting development. The quality there is mid-vol met coal, highest quality you can produce in the country. And the beauty of it is they are - Greenfield operations so that the cost structure we are going to be significantly lower than our competition.

Are you stockpiling there now or are you actually putting it through a facility?

It varies. I mean, it is very small right now. What we got on the ground, but over the next 30 days, we will probably truck some of it out and monetize it. I got to check on our mine licenses for those specific, to be able to do so. But right now, it will be stockpiled for the next, over the period of time, but then hopefully monetizing it, we will hopefully generate, some decent revenue, by the end of the year.

Yes. And with Carnegie 1 and 2, you did have some production on your income statement this year or this quarter, where did that production come from? I thought it would come from one of the Carnegie. But, what is producing, I guess, right now to bring that number out and what are the status of Carnegie 1 and 2 again, please?

So we have been doing some development at the Carnegie as well. And so in that process, cutting overcast and developing it for additional sections so that when we start off, we are not just producing from one section, we are producing from multiple sections, which means we are optimizing that cost within that process, generating some revenue out of it, during the development phase of it as well. And some of our other idle operations, we generated revenue from as well. But the Carnegie 1, we are tracking really well at Carnegie 1 for the development. When we restart it, we will restart with multiple sections running, which is really important. You are covering your fixed overhead with one section, when you add that second section, you are adding about 15% more workforce, but you are doubling your production, which means your cost structure goes way down. These mines are very new mines. We have pretty much developed them from the onset. And so they are set up in a way, and we have been working over the last 60 to 90 days with our team there to further optimize the mine. So when we light the fire here very shortly in the next couple of weeks, they will be set up to run at very, very low cost and be we think they will be very, very profitable mines for us.

You could almost look at the revenues then in the quarter as you know, what you received similar to Wyoming County in terms of development, commissioning, optimizing, neither one or at full tilt, but should be a much stronger first half of next year for both of them, I imagine.

Yes, I mean, going into the 2024 year, we are going to be, one we will be hopefully progressing very significantly, if not already making substantial progress on the monetization of the mines, which generates significant cash for American Resources as well as, or spinning them off, but also we will be producing, the goal would be to have both Carnegie 1 and Carnegie 2 both running at multiple sections before the end of the year. So going into 2024, hit the ground running in a way that will be very nicely profitable. And you will starting to see that the coal market got kind of whipsawed about four months ago. And we take the approach that we react quickly. You don’t know what things are going to do, but what we do know is we have one of the lowest cost structures from a corporate overhead perspective, compared to our peers. And we have operational flexibility to do that. Now, with that, we, we made some decisions there to do what we did, and now we are in a position where we think the coal markets are stabilizing. The China, Australia rebalance has taken place and now that the world markets are kind of stabilized in that regard, you are starting to see supply continue to go down, and demand has been increasing. So we think it is coal prices are good right now and we think they are going to get better over the next three to four months.

Yes. Well, it looks like you are holding some good cards there in your hand to plan how you want. Just real quick, please. When you looking at Africa and I like the way you categorize that. Is it primarily lithium or are you looking at other ores? Is it, so is it limited to lithium?

So right now, predominantly lithium, based on some new developments, we are also working on some rare earth ores over there that are really, really attractive. We have been testing, getting some of those sent in over the last couple weeks because of some recent developments of our technology licenses. We are sampling from some cobalt mines that we know of that are run by companies that we feel very secure with. And then further that, I mean we have a partnership actually our SPAC RMC has an investment in a company called Ferox. It has a significant amount of vanadium. There is energy storage is predominantly either LFP or vanadium redux batteries. And so we think vanadium is actually going to have a bit of a movement going forward. So we are looking at doing some testing and development around the vanadium as well from ReElement’s perspective. Haven’t done it yet, but we are working on that. So it is predominantly lithium to date, but the ability to utilize our technology for other applications. We are doing some really exciting stuff within the facilities as we speak for other applications like illumina and some other products that need high value refining that we may insert ourselves as a component of that refining process. The ReElement’s I mean run by Chief Operating Officer Jeff Peterson, who’s phenomenal, Ben Wrightman, they are doing some amazing things there in terms of positioning the assets to be deployed into multiple avenues, multiple revenue streams over the next few years.

Well, that was a good question. I asked, just real quick about Marion. Should we be looking at ReElement with Marion as being primarily rare earths not lithium, and then looking at your Noblesville facility as kind of, did you say a pilot plant or a customer qualification lab, so to speak? Is that the right way to look at those three facilities?

Yes. So Marion, yes, look at Marion and both. So Marion will be processing black mass end of life batteries for lithium. And then for LFP batteries specifically is a huge market for us in 60% to 70% of the battery market, and we can extract lithium out of LFP batteries very, very economically. We are super excited about that. We will be doing that in Marion as well as NMC, extracting out the lithium and then further processing the nickel cobalt within the NMC batteries very, very cost effectively. And then the rare earth ores. We are working with one automotive company, one of the larger OEMs on recycling their non-spec rotors and materials there as well as power tool markets. We are seeing a bunch of rare elements come in from different feedstocks, that is wind energy, wind turbines, but that will be Marion. What our Noblesville facility, once we commence production at Marion, which is our current customer qualification plan, we will still produce out of there, but we will also do optimization and development. It will turn into, a think tank lab development beyond the revenue that it will be generating to further co-develop different applications to further drive and optimize our process. We will never stop. I mean Bob Gallien, who is on our Board of ReElement, he was the number two at CATL, build it from $100 in revenue to $185 billion with Robin Zhang, to the largest battery company in the world today. And he told me from day one, you need to always spend on R&D. If you don’t, you will be left behind. And that man knows what he is talking about. We will do that same thing. And Noblesville will be a great facility for us to do that beyond the revenue it will generate. And then obviously, Kentucky lithium will be processing lithium ores from Africa, Canada and some other locations. But in Knott county, yes. Marion will be both. Knott Count predominantly lithium and then Noblesville will be all of the above but also resin development, technology development as well to further optimize our cost structures.

And then you are also looking to co-locate opportunities where possible, as you mentioned. Why would you not co-locate with your lithium, closer to your lithium mine, if there is as you kind of look at things unfold?

We will. I mean I have been in Africa three times in the last six months and heading back probably in another month to further progress the deal we are working on there. We will build refining capacity over there. Now having the Kentucky lithium side up and running, we will always export certain amount of product back to the United States that provides us redundancy for our customer base. And customers, especially when you are dealing with the customers we are dealing with they want to derisk it any way you possibly can. And being able to feed their supply chain from multiple angles, multiple locations is paramount. And there is a lot of locations in Africa today that are producing lithium spodumene and/or other lithium-bearing ores that we can’t build in each one of them today, now down the road, we can. But there is a select site. We have got three sites in Africa that we are looking at building refining capacity at, working with our local partners on the financing aspect of it, the structure of it, site location, all that good stuff, so we can build local refining. Now also having that redundancy back in the United States is a de-risking mechanism for our customers.

Are you thinking about recycling catalytic inverters?

Not looking at catalytic converters as currently. But I will say in our Marion facility which is really, really nicely, we will further build out the lab there too. We will down the road work on other applications. Like I said, alumina, some high nickel content applications, germanium, gallium, looking at the ability to utilize our technology for refining all other materials as well. Catalytic inverters probably not as much. Not a market. I don’t know. I mean, I don’t want to say no to anything, but our lab and our team that we are building there could look at a number of different applications. Catalytic inverters, how they are sourced is on sometimes a little bit negative.

Well, just a comment. I really like what you said about the ionic clays, for lithium and rare earth, since that is kind of where you got into this whole ReElement business to begin with. But if somebody just listened to this call for the first time, they would think that you are trying to planning on supplanting the entire refinery industry. And then they would kind of walk away probably incredulous having not seen your success firsthand. But that is kind of the direction you are going, isn’t it? To be just real opportunistic, to exploit every opportunity you can anywhere along the supply chain from beginning to end.

10-years from now, ReElement will display solvent extraction in the world. Now the legacy facilities will be running, but nobody will build a new one. Our technology is superior. It is lower cost, it is more environmentally sensitive and it is highly scalable. I’m highly confident of that. Now, we continue to prove it. And to your point, yes, we got into this space by, we developed ReElement by just trying to treat environmental liability. That is why we developed the business plan over nine years ago, when we bought the mines, we were treating water with it. That is why we developed the electrolysis technology with Dr. Bodi. That is how I met Dr. Wang cause we were looking for once we could concentrate it, we were looking for a way to refine it. We have been building this for a long time. We have also been processing commodities for 20-years. Lithium, rare earth elements, all this stuff. They are commodities. People think it is really sexy and exciting and you can jump into it and it is just, you can print money if you just build something that is not the case. You still have to have a cost structure that makes sense and you still have to be able to do it in a way that is one commensurate with product quality your customers actually want. That is what ReElement does. But we are also building that on the backbone of a team that is been processing commodities for a really long time and understand how to survive those markets. And we have done it. We are hell, 95% of the coal business around us went bankrupt during the eight years when we were growing our business. And we are now one of the largest, longest standing coal mining operations in eastern Kentucky today because we never went bankrupt cause, we have built our business model to survive and thrive.

The Knott site came in handy too.

Well. Oh, it is awesome, right? I mean, yes. And the people. There are phenomenal.

Well, thanks for taking all my questions and appreciate it very much and congratulations on all the things you have done, especially with the non-dilutive financings is really quite, quite hard to take all in. Thank you.

Well, a hundred percent. I appreciate it. And non-dilutive financings are key. We are all shareholders. I mean, that is what motivates us when we wake up in the morning, making sure we are protecting the dilution within the company and also positioning it to grow so it is not sitting on our hands just hoping financing comes in. It is making moves to bring in innovative capital. Kirk Taylor, our CFO’s done an absolutely phenomenal job at that. I mean, the guys - he is super smart on how to make sure we protect the shareholders through capital allocation. Thanks for your questions.

We appear to have no further questions at this time. I would like to turn the program back to the speakers for any additional or closing remarks.

Excellent. Well, I have kept you guys on here for quite a while. One, I want to thank you all for joining. We know you have better, other things to do and taking a few minutes out of your day to listen to us speak, we appreciate that. We couldn’t be more excited and thankful for the position we are in, the team that we built and the opportunities we have in front of us. The next few months, next few weeks, next few days are going to be quite exciting for us. Please stay tuned to what we accomplished as a business. It is going to take a lot of groundwork, and we are prepared to do that to take this business to the next level. And eventually, our marketplace will respond to that, as one of the management of some of the largest shareholders in this company, obviously, we care about market value. We care about it over the long-term. And we know that fundamental business development and expansion will eventually drive market value. But I thank you all for your time. Excited about the future and look forward to speaking to you again here in the near-term.

This does conclude today’s program. Thank you for your participation and you may disconnect at any time.