American Clean Resources (ACRG) sets 18‑month Millers Hub energy and data center plan

Rhea-AI Filing Summary

American Clean Resources Group, Inc. entered into a binding Joint Exploration and Development Agreement with TRG Holdings for a planned integrated energy, critical minerals processing, and data center campus at its Millers Hub property in Nevada.

The 18‑month agreement covers joint work such as geothermal resource assessment, pursuit of a Solar Energy Zone designation and federal land authorizations, and scoping of an integrated campus. It includes mutual exclusivity in a defined area, shared approved third‑party costs, confidentiality, and coordinated regulatory disclosures, but does not yet create an operating joint venture or commit long‑term project capital. Any development, ownership, or operating structure would require a future definitive agreement after the joint work is completed.

8-K Event Classification

2 items: 1.01, 9.01

2 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Agreement effective date: June 9, 2026 Agreement execution date: June 12, 2026 Initial term: 18 months

3 metrics

Agreement effective date June 9, 2026 Effective date of Joint Exploration and Development Agreement

Agreement execution date June 12, 2026 Date parties entered into the agreement

Initial term 18 months Initial term of the Joint Exploration and Development Agreement

Key Terms

Material Definitive Agreement, Joint Exploration and Development Agreement, mutual exclusivity, Solar Energy Zone designation, +2 more

6 terms

Material Definitive Agreement regulatory

"Item 1.01. Entry into a Material Definitive Agreement."

A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.

Joint Exploration and Development Agreement financial

"entered into a Joint Exploration and Development Agreement (the “Agreement”) with TRG Holdings"

mutual exclusivity regulatory

"binding with respect to certain obligations, including mutual exclusivity within a defined geographic area"

Solar Energy Zone designation technical

"the pursuit of a Solar Energy Zone designation and associated federal land use authorizations"

geothermal leasing rights technical

"the pursuit of geothermal leasing rights from the Bureau of Land Management"

data center infrastructure campus technical

"critical minerals processing, and data center infrastructure campus on or adjacent to the Company’s Millers Hub property"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Understanding 8-K Material Events →

false 0000773717 0000773717 2026-06-16 2026-06-16 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 16, 2026

AMERICAN CLEAN RESOURCES GROUP, INC.

(Exact Name of Registrant as Specified in Charter)

Nevada		000-14319		84-0991764
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

12567 West Cedar Drive, Suite 104, Lakewood, CO 80228-2039

(Address of principal executive offices)

1.720.458.1124

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock $0.001 par value		ACRG		OTCPK

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.01. Entry into a Material Definitive Agreement.

On June 12, 2026, effective as of June 9, 2026, American Clean Resources Group, Inc. (the “Company”) entered into a Joint Exploration and Development Agreement (the “Agreement”) with TRG Holdings, LLC, a Nevada limited liability company (“TRG Holdings”). The Agreement establishes a framework for the joint exploration, technical evaluation, regulatory pursuit, and commercial scoping of an integrated energy generation, critical minerals processing, and data center infrastructure campus on or adjacent to the Company’s Millers Hub property in Esmeralda County, Nevada (the “Project”).

The Agreement is the project-specific framework for the Millers Hub property contemplated by a previously executed, non-binding joint venture framework dated May 6, 2026 among the Company, the TRG Holdings parties (including its affiliates H2O, LLC and ARMtech), and American Clean Energy LLC (“ACE”), which established a non-binding platform anticipating that individual project sites would be advanced under separate project-specific agreements. As previously disclosed in the Company’s Current Report on Form 8-K filed on May 28, 2026, ACE is a joint venture between the Company’s wholly owned subsidiary, ACRG Energy Holdings, Inc., and Phoenix New Era, LLC, in which ACRG Energy Holdings holds a controlling membership interest. The parties anticipate that ACE will participate in any definitive agreement for the Project in a role related to energy offtake structuring and data center integration, drawing on the experience of ACE’s principals in developing and financing large-scale data center and power infrastructure projects.

Under the Agreement, the parties will jointly pursue, among other activities, a geothermal resource assessment, the pursuit of a Solar Energy Zone designation and associated federal land use authorizations, the pursuit of geothermal leasing rights from the Bureau of Land Management, and technical and commercial scoping of the integrated campus. The Agreement has an initial term of eighteen (18) months, subject to extension by mutual agreement.

The Agreement is binding with respect to certain obligations, including mutual exclusivity within a defined geographic area surrounding the Millers Hub property, the sharing of approved third-party joint work costs, confidentiality, and coordination of regulatory and public disclosures. The Agreement does not itself establish an operating joint venture, partnership, or definitive commercial relationship for the development, construction, ownership, or operation of the Project, does not transfer any interest in the Company’s real property or mineral rights, and does not commit either party to fund project capital expenditures beyond an agreed joint work budget. Any operating relationship would be effected only through a definitive agreement to be negotiated following completion of the joint work, and the specific economic and governance terms of any such definitive agreement remain subject to good-faith negotiation.

The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which the Company intends to file as an exhibit to its next periodic report.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. None¹.

¹ The Company intends to file the Agreement with its next periodic report.

1

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	AMERICAN CLEAN RESOURCES GROUP, INC.
Date: June 16, 2026	By:	/s/ Tawana Bain
		Tawana Bain
		Chief Executive Officer

2

FAQ

What agreement did American Clean Resources Group (ACRG) announce in this 8-K?

American Clean Resources Group entered a Joint Exploration and Development Agreement with TRG Holdings. The pact covers joint exploration, evaluation, and commercial scoping for an integrated energy, critical minerals processing, and data center campus at the Millers Hub property in Esmeralda County, Nevada.

What is the initial term of ACRG’s Joint Exploration and Development Agreement?

The agreement has an initial term of 18 months. During this period, the parties will conduct geothermal resource assessments, pursue Solar Energy Zone designation and geothermal leasing, and complete technical and commercial scoping for the proposed integrated campus at the Millers Hub property.

Does this agreement create an operating joint venture for ACRG’s Millers Hub project?

No, the agreement does not create an operating joint venture or partnership. It only governs joint study, exploration, and early-stage project work. Any development, construction, ownership, or operational relationship would require a separate definitive agreement negotiated after the joint work is completed.

What roles are anticipated for American Clean Energy LLC (ACE) in the ACRG project?

The parties anticipate that ACE will participate in any definitive agreement related to the project. ACE is expected to focus on energy offtake structuring and data center integration, leveraging its principals’ experience with large-scale data center and power infrastructure developments.

What binding obligations are included in ACRG’s agreement with TRG Holdings?

The agreement is binding on several points, including mutual exclusivity in a defined area around Millers Hub, sharing of approved third-party joint work costs, confidentiality obligations, and coordination of regulatory and public disclosures. It does not transfer real property or mineral rights.

What specific project activities will ACRG and TRG Holdings jointly pursue under this agreement?

The parties will jointly pursue geothermal resource assessment, Solar Energy Zone designation and related federal land authorizations, acquisition of geothermal leasing rights from the Bureau of Land Management, and technical and commercial scoping for an integrated energy and data center campus.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL SCHEMA FILE 2.9 KB
• EX-101 XBRL LABEL FILE 33.4 KB
• EX-101 XBRL PRESENTATION FILE 21.8 KB