Item 1.01 Entry into a Material Definitive Agreement





Amendment to Loan Agreement

On January 6, 2020, effective as of December 31, 2019, Royal Energy Resources, Inc. (the "Company") entered into a Second Amendment to Secured Promissory Note (the "Second Amendment") with Cedarview Opportunities Master Fund, L.P ("Cedarview"). The Amendment relates to the secured promissory note (the "Note") executed between the Company and Cedarview as of May 31, 2017 in the original principal amount of $2,500,000, with a current principal balance of $1,500,000. The Second Amendment extends the maturity date to May 31, 2021, and increases the interest rate on the Note to 15% for the period from March 1, 2020 to the maturity date. The Second Amendment also pledged as additional collateral a royalty interest owned by the Company, and requires that the Company pay Cedarview 75% of all proceeds from the royalty agreement in excess of $175,000 in any calendar year as a prepayment of the Note. All other terms, provisions, conditions and definitions as set forth in the Note remain in full force and effect, including without limitation all security and collateral required by the Note.

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