Unresolved Staff Comments
+Added: The Company received a comment letter, dated August 19, 2025, from the staff of the Division of Corporation Finance of the SEC (the “Staff”) relating to our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2025.
+Added: The Staff’s comments principally concerned:
+Added: (i) our disclosures and public statements regarding the Preliminary Economic Assessment (“PEA”) for the Brook Mine rare earth elements and critical minerals project, including the basis for statements characterizing the project as technically and economically viable in light of the AACE Class 5 classification and the conceptual nature of the underlying exploration target;
+Added: (ii) the consistency of our disclosures regarding the preparation of the PEA under Regulation S-K Subpart 1300 with our release of a Company-prepared summary and references to the AACE classification system;
+Added: and (iii) whether our plans to commence carbon ore mining activities and to construct a pilot-scale concentrate processing facility could result in a material change to our operating results or financial condition in future periods, and our related considerations under Item 303 of Regulation S-K.
+Added: In response, we explained that the conclusions regarding technical and economic viability referenced in our disclosures were those of Fluor Corporation as set forth in its PEA, based on then-available information and Company-provided pricing, and that the Class 5 designation reflects the preliminary level of project definition and expected accuracy for early-stage cost estimates.
+Added: We also clarified that our Company-prepared PEA summary was released in accordance with the disclosure framework of Regulation S-K Subpart 1300, that the summary was not a Technical Report Summary under Subpart 1300 and appropriately referenced the AACE classification system.
+Added: We committed to update the operating results and financial conditions if they change in future periods.
+Added: We have not received further communication from the Staff regarding these matters, and the comments therefore remain unresolved as of the date of this Annual Report.
Cybersecurity
−Removed: As discussed earlier under General Risk Factors , we have become increasingly dependent upon technology, including information systems as well as infrastructure and cloud applications and services.
+Added: We have become increasingly dependent upon technology, including information systems as well as infrastructure and cloud applications and services.
These technologies are used to operate our businesses, process and record financial and operating data, communicate with our business partners, analyze mining information, estimate quantities of coal reserves, and perform other activities related to our business.
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The process to oversee and identify cyber risks associated with the third-party service provider involves reviewing its annual System and Organization Controls 2 (“SOC 2”), Type 2 Report as well as conducting recurring status meetings with the third party.
−Removed: The responsibility for managing and assessing material risks from cybersecurity threats lies with the Company’s IT Steering Committee , which met five times during 2024.
+Added: The responsibility for managing and assessing material risks from cybersecurity threats lies with the Company’s IT Steering Committee , which met quarterly during 2025.
The IT Steering Committee is made up of five members of senior management having legal or corporate finance backgrounds.
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The Audit Committee is primarily responsible for the Board of Directors ’ oversight of cybersecurity risks.
−Removed: The Company created and hired a new role in early 2025, Vice President of Information Technology and Cybersecurity, which is expected to enhance the management and oversight of cybersecurity .
+Added: The Company created and hired a new role in early 2025, Vice President of Information Technology and Cybersecurity, which enhanced the management and oversight of cybersecurity .
We have not experienced any cybersecurity incidents to date that have materially affected, or are reasonably likely to materially affect, the Company’s business strategy, results of operations, or financial condition.
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A successful cyberattack could lead to theft of sensitive information, ransomware, destruction of data, or other issues causing financial, legal, or reputational damage.
−Removed: events are reasonably likely to materially affect us, including our business strategy, results of operations, or financial condition, should they occur.
+Added: These events are reasonably likely to materially affect us, including our business strategy, results of operations, or financial condition, should they occur.
Summary Overview of Mining Operations
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You are cautioned that, except for that portion of mineral resources classified as mineral reserves, mineral resources do not have demonstrated economic value.
−Removed: Inferred mineral resources are estimates based on limited geological evidence and sampling and have a too high of a degree of uncertainty as to their existence to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability.
+Added: Inferred mineral resources are estimates based on limited geological evidence and sampling and have too high of a degree of uncertainty as to their existence to apply relevant technical and economic factors likely to influence the prospects of economic extraction in a manner useful for evaluation of economic viability.
Estimates of inferred mineral resources may not be converted to a mineral reserve.
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See “Item 1A “Risk Factors”
−Removed: The information that follows relating to the Elk Creek Complex, Berwind Complex, Knox Creek Complex, and Maben Complex is derived, for the most part, from, and in some instances is an extract from, the technical report summaries (“TRS”) relating to such properties prepared in compliance with the Item 601(b)(96) and subpart 1300 of Regulation S-K.
+Added: The information that follows relating to the Elk Creek Complex, Berwind Complex, Knox Creek Complex, and Maben Complex is derived, for the most part, from, and in some instances is an extract from, the TRS relating to such properties prepared in compliance with the Item 601(b)(96) and subpart 1300 of Regulation S-K.
Portions of the following information are based on assumptions, qualifications and procedures that are not fully described herein.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.