8-K/A: American Resources Corp. Changes Auditors, Revises Financial Statements

American Resources Corporation is amending its previous 8-K filing to clarify auditor changes and the non-reliance on previously issued financial statements for the fiscal year ended December 31, 2025.

Summary

• American Resources Corporation (the Company) has amended its prior 8-K filing to provide further details regarding the dismissal of its former independent registered public accounting firm, GreenGrowth CPAs, and the appointment of UHY LLP as its new independent public accounting firm.
• The dismissal of GreenGrowth CPAs was approved by the Audit Committee on June 30, 2026.
• GreenGrowth's report on the fiscal year ended December 31, 2025, did not contain any adverse opinions or disclaimers.
• There were no disagreements with GreenGrowth on accounting principles, practices, financial statement disclosures, or auditing procedures during the relevant periods.
• However, material weaknesses in internal control over financial reporting were previously disclosed.
• On July 11, 2026, UHY LLP was appointed as the new independent public accounting firm, effective immediately, to audit the December 31, 2025 financial statements and subsequent interim periods.
• The Company notified GreenGrowth of their termination on June 30, 2026, and GreenGrowth subsequently indicated they would withdraw their opinion on the December 31, 2025 financial statements by July 13, 2026, if certain responses were not received.
• Due to GreenGrowth's refusal to perform standard predecessor auditor processes and their letter indicating withdrawal of opinion, the Company's Audit Committee approved UHY's appointment to re-audit the financial statements.

Sentiment

Score: 3

Explanation: StockSavvy.ai views this filing negatively due to the non-reliance on previously issued financial statements and the auditor change, indicating potential underlying issues with financial reporting and internal controls.

Positives

• The company is proactively addressing potential issues with its financial reporting by changing auditors.
• The new auditor, UHY LLP, has been appointed to conduct a thorough re-audit of the December 31, 2025 financial statements and interim periods.
• There were no disagreements with the former auditor on accounting principles or practices, suggesting the issues may be procedural or related to internal controls.

Negatives

• The company is withdrawing reliance on previously issued financial statements for the fiscal year ended December 31, 2025.
• The former auditor, GreenGrowth CPAs, indicated they would withdraw their opinion on the December 31, 2025 financial statements.
• Material weaknesses in internal control over financial reporting were previously disclosed.
• The company had to engage a new auditor to re-audit its financial statements, incurring additional costs and potential delays.

Risks

• Potential for further delays in financial reporting due to the re-audit process.
• The re-audit may uncover additional issues or require further restatements of financial results.
• Uncertainty regarding the final audited financial statements for the fiscal year ended December 31, 2025.
• The need to address and remediate previously disclosed material weaknesses in internal control over financial reporting.

Future Outlook

The company is engaging UHY LLP to perform an audit of its December 31, 2025 financial statements and quarterly periods during 2026, indicating a focus on establishing reliable financial reporting going forward.

Management Comments

• The company is amending its previous 8-K filing to clarify and expand the timeline of required events related to auditor changes and financial statement reliance.
• The Audit Committee approved the dismissal of GreenGrowth CPAs on June 30, 2026.
• The Audit Committee approved the appointment of UHY LLP as the new independent public accounting firm on July 11, 2026.

Industry Context

StockSavvy.ai notes that auditor changes, especially when coupled with a non-reliance on previously issued financial statements, are significant events that can signal underlying accounting or control issues. This often leads to increased scrutiny from investors and regulators, and can impact a company's ability to access capital or conduct business.

Stakeholder Impact

• Shareholders: Potential for increased volatility in stock price due to uncertainty surrounding financial reporting and potential restatements. Reduced confidence in management's financial oversight.
• Creditors: May require updated financial information and reassess creditworthiness due to the non-reliance on previous statements.
• Employees: Potential impact on morale and job security if financial instability is perceived.
• Suppliers: May face payment uncertainties if the company's financial health is questioned.

Next Steps

• UHY LLP will perform an audit of the Company's December 31, 2025 financial statements.
• UHY LLP will perform audits for the quarterly periods during 2026.
• The company will need to address and remediate the previously disclosed material weaknesses in internal control over financial reporting.

Key Dates

Recommendation

The filing indicates significant issues with financial reporting and internal controls, necessitating a re-audit and withdrawal of prior financial statement reliance. While the company is taking steps to rectify the situation by appointing a new auditor, the uncertainty and potential for further negative findings warrant a cautious 'hold' stance until the re-audit is complete and the financial health is clarified.

Keywords

Auditor Change, Financial Statements, Internal Controls, Audit Opinion, SEC Filing, Restatement, Accounting, Compliance