American Resources subsidiary to merge with SPAC AITR in $100M deal plus up to $70M earnout

American Resources Corp

American Metals LLC, subsidiary of American Resources, entered Business Combination Agreement with AI Transportation Acquisition Corp (AITR) and Electrified Materials Corp (Pubco) on June 28, 2024.
Consideration: $100M in Pubco common stock at $10/share plus up to $70M earnout tied to revenue targets of $37.9M and $42.8M.
AITR will domesticate from Cayman Islands to Delaware; three-step merger structure involves Merger Sub 1 and Merger Sub 2.
Closing conditions include SEC registration statement effectiveness, shareholder approval, Nasdaq listing, and minimum $5M net tangible assets.
Lock-up agreements for 6 months for certain securityholders; outside date to close is May 10, 2025 (extendable).

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