Quest Resource Holding Corp annual report, FY2014

Business context and reporting period

Quest Resource Holding Corporation (Nasdaq: QRHC) filed its Form 10-K for the fiscal year ended December 31, 2014. The company provides outsourced recycling and waste-stream management services, primarily through third-party vendors, and operates Earth911 environmental information and media platforms. Quest was consolidated for all of 2014, but only from July 16, 2013 in reported 2013 results; reported year-over-year comparisons therefore include a significant consolidation-period effect.

Financial performance and liquidity

Metric20142013
Revenue$174.5 million$67.5 million
Gross profit$14.3 million$5.1 million
Gross margin8.2%7.5%
Operating loss$3.9 million$12.8 million
Net loss$9.9 million$17.8 million
Basic and diluted loss per share$0.10$0.23
Cash used in operating activities$8.6 million$4.4 million
  • Reported revenue increased 158%, reflecting a full year of consolidated Quest operations in 2014 versus a partial year in 2013, plus $38.5 million of growth in service and commodity revenue. Management’s unaudited pro forma comparison, including Quest for all of 2013, showed revenue of $136.4 million and gross profit of $11.4 million in 2013.
  • Cash and cash equivalents were $3.2 million at year-end. Working capital was positive $1.3 million, compared with a $5.4 million deficit in 2013.
  • The company had $5.25 million outstanding under its Regions Bank line of credit and $4.75 million of available capacity at year-end. The facility matured May 31, 2015 and included a potential $5.0 million accordion feature.
  • The $22.0 million sellers’ notes related to the Quest acquisition were retired in September 2014: $11.0 million was repaid in cash and $11.0 million plus accrued interest was converted into 5.55 million common shares. The balance sheet also showed $47,250 of capital lease obligations.
  • 2014 equity financing generated approximately $18.6 million net proceeds. Shares outstanding rose to 111.6 million from 95.8 million; 18.1 million additional shares were issuable under outstanding options, warrants, and restricted stock units.

Material changes versus the prior comparable period

  • Net loss narrowed to $9.9 million from $17.8 million, and loss per share improved to $0.10 from $0.23. The 2013 results included a $26.9 million goodwill impairment, partly offset by a $23.4 million gain on remeasurement of the prior Quest interest.
  • Gross margin improved to 8.2% from 7.5%. Management said it expects margins to trend upward over time as it adds customers and services, but margins remain sensitive to service mix, commodity prices, volumes, and vendor costs.
  • Operating cash use increased to $8.6 million from $4.4 million, driven in part by a $9.2 million increase in accounts receivable. Year-end receivables were $29.6 million, net of a $761,000 doubtful-account allowance.
  • 2014 interest and other expense included a $1.7 million debt-extinguishment loss. Management expected a significant reduction in interest and financing costs in 2015 following retirement of the sellers’ notes.

Outlook, risks, contingencies and unusual items

  • No specific revenue, earnings, or margin guidance was provided. Management stated that cash on hand, available credit, and expected operating cash generation should fund operations for the next 12 months; however, the company has recurring losses and negative operating cash flow.
  • Customer concentration is substantial: the largest customer generated 59% of 2014 revenue, down from 76% in 2013; the second-largest generated 14%, up from 3%. Customer arrangements generally do not guarantee long-term service volumes and may be reduced or cancelled.
  • Other principal risks include dependence on third-party service providers; volatile recycled-commodity prices, including sensitivity to oil prices; competition; environmental liabilities and regulation; and the possibility that some materials could be classified as municipal waste and become subject to exclusive hauling arrangements.
  • The company reported an accumulated deficit of $75.4 million and expects continued expenditures and losses while pursuing growth. It may require additional financing, which could be unavailable or dilute shareholders. The credit line’s May 2015 maturity is relevant to near-term liquidity.
  • Goodwill was $58.3 million at year-end. The 2014 impairment test resulted in no impairment, following the material impairment recorded in 2013. Management’s estimates depend on forecasts and valuation assumptions.
  • Management reported effective disclosure controls and effective internal control over financial reporting as of year-end. The independent auditor did not attest to internal-control effectiveness. No material legal proceeding was identified; the filing describes ordinary-course indemnification commitments and environmental exposure risks.

Important facts for investors to verify

  1. Whether the largest-customer concentration continued to decline and whether revenue growth is repeatable after accounting for the 2013 consolidation timing.
  2. Collections on receivables and working-capital needs, given the increase in receivables and 2014 operating cash outflow.
  3. Renewal, repayment, or refinancing of the Regions credit facility after its stated May 31, 2015 maturity, and actual liquidity relative to management’s 12-month assessment.
  4. Whether gross-margin improvement and reduced interest expense translated into improved cash generation and profitability.
  5. Potential dilution from outstanding warrants, options, restricted stock units, and any future equity financing.
  6. The filing reports cash of $3.2 million but separately states that bank balances exceeded FDIC-insured limits by $4.6 million; verify the underlying cash concentration disclosure.