Quest Resource Holding Corporation Announces Major Financing Developments and Extension of Warrants

Key Highlights:

• Entry into a new \$40 million revolving credit facility with Texas Capital Bank (TCB), with potential for up to \$50 million.
• Amendment to its existing Monroe Credit Agreement, including modifications to financial covenants.
• Extension of expiration dates for significant Monroe-affiliated warrants, adding potential dilution but also strengthening capital structure.
• Termination of prior loan agreement with PNC Bank, with all outstanding amounts repaid in full.

Detailed Summary for Investors

1. New \$40 Million Credit Facility with Texas Capital Bank
On March 12, 2026, Quest Resource Holding Corporation and certain of its domestic subsidiaries entered into a Loan and Security Agreement with Texas Capital Bank (the “TCB Loan Agreement”). This agreement provides for a new asset-based revolving credit facility with a maximum principal amount of \$40 million, including a \$3.5 million sublimit for letters of credit. Notably, the facility contains an accordion feature that permits the total revolving credit to be increased by up to \$10 million, bringing the potential maximum to \$50 million.

Material Terms:

• Maturity Date: December 30, 2029
• Interest: Lesser of the Maximum Rate or Term SOFR plus an Applicable Margin
• Collateral: First priority lien on substantially all tangible and intangible personal property, including pledges of capital stock and membership interests of certain subsidiaries
• Financial Covenants: Includes a minimum fixed charge coverage ratio and other customary negative covenants (limits on additional debt, affiliate transactions, liens, asset sales, dividends, investments, debt prepayments, M&A, etc.)
• Events of Default: Includes payment defaults, breaches of representations/warranties, covenant defaults, bankruptcy/insolvency, change of control, and guarantee/security failures

Potential Price-Sensitive Impact: This new credit facility strengthens Quest’s liquidity and financial flexibility. The five-year tenor and expanded borrowing capacity provide the company with ample runway to support both organic growth and potential acquisitions, which could be interpreted positively by the market.

2. Amendment to Monroe Credit Agreement
Quest also executed the Eighth Amendment to its Monroe Credit Agreement with Monroe Capital Management Advisors, LLC, the company’s primary lender. The amendment modifies certain financial covenants, though specifics are not detailed in the summary. The Monroe Credit Agreement, originally dated October 19, 2020, has been amended multiple times (eight as of this date), reflecting an ongoing relationship and the company’s ability to negotiate with its lenders.

Potential Price-Sensitive Impact: Amendments to financial covenants often signal that the company is actively managing its capital structure and lender relationships. Such actions can be seen as prudent risk management, potentially reassuring investors about the company’s financial health and lender support.

3. Extension of Monroe Warrants—Potential Dilution
On March 12, 2026, Quest and the Monroe-affiliated holders agreed to extend the expiration date of two significant warrants:

• One warrant to purchase 500,000 shares (issued October 19, 2020)
• One warrant to purchase 350,000 shares (issued October 19, 2021)

The expiration date for both warrants has been extended from March 19, 2028, to June 28, 2030. The extension agreement allows holders up to 180 days following the new expiration date to exercise their warrants for shares exercisable in the 180 days immediately prior to expiration.

Potential Price-Sensitive Impact: The extension of these warrants is material. It could result in future dilution (up to 850,000 shares) if exercised, which may weigh on share price. However, it also signals continued support from Monroe and alignment of interests between the company and its lender.

4. Termination of Prior PNC Bank Credit Facility
Concurrent with the new TCB Loan Agreement, Quest terminated its previous Loan, Security and Guaranty Agreement with PNC Bank (the successor to BBVA USA). All outstanding amounts were repaid in full.

Potential Price-Sensitive Impact: The refinancing and repayment of the prior loan agreement, and transition to a larger, longer-term facility with TCB, reflect improved credit terms and likely a stronger financial position.

Additional Details and Exhibits

• The company filed the following key exhibits:
  • Exhibit 4.1: Form of Amendment to Warrant
  • Exhibit 10.1: Eighth Amendment to Credit Agreement with Monroe
  • Exhibit 10.2: Loan and Security Agreement with Texas Capital Bank
• All actions were signed and authorized by Brett W. Johnston, Senior Vice President of Finance and CFO.

What Shareholders Should Watch

• The new TCB facility enhances liquidity and provides capital for growth, which is a positive signal.
• The extension of Monroe warrants may introduce future dilution, but also demonstrates lender confidence.
• Management’s active refinancing and renegotiation of covenants indicate prudent financial stewardship.

Conclusion

The combination of a new, larger revolving credit facility, renegotiated covenants with Monroe, and the extension of significant warrants represent material events for Quest Resource Holding Corporation. These developments may positively affect the company’s growth trajectory and risk profile, but investors should also consider the potential for future share dilution. The market is likely to react to these changes, making this news highly relevant and potentially price-sensitive.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. The information herein is based on public filings as of March 12, 2026. Investors should conduct their own due diligence or consult a financial advisor before making investment decisions. The author and publisher are not responsible for any losses that may result from actions taken based on this article.

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