Amendment Description | On December 8, 2021, Quest Resource Holding Corporation (the “Company”) filed a Current Report on Form 8-K Original Report”) reporting, among other things, that, on December 7, 2021, the Company’s wholly-owned subsidiary, Quest Sustainability Services, Inc. (“Buyer”), entered into a membership interest purchase agreement (the “MIPA”) by and among Buyer, Rome Holdings, LLC, M&A Business Consulting, Inc., and solely for purposes of Section 5.3(a) therein, Anthony J. DiIenno, Sr., RWS Investors, LLC and ATAR RWS Investors, LLC, and completed the acquisition of all of the outstanding membership interests of RWS Facility Services, LLC (the “Business”) as set forth in the MIPA. The Company is filing this Amendment No. 1 on Form 8-K/A (this “Amendment”) to amend the Original Report to include certain financial statements of the Business and certain pro forma financial information of the Company, as required by Item 9.01(a) and Item 9.01(b), respectively, of Form 8-K. The Original Report also indicated that pursuant to Items 9.01(a) and 9.01(b), the Company would file financial statements of InStream Environmental, LLC (“InStream”) following the Company’s acquisition of the assets of InStream on December 3, 2022, together with pro forma financial information. Upon further analysis of the financial statements of InStream for the fiscal year ended December 31, 2020, the Company has determined that financial statements of InStream and pro forma financial information giving effect to the acquisition of InStream are no longer required to be filed pursuant to Item 9.01 of Form 8-K. Accordingly, the Company hereby amends the Original Report to eliminate the references to the subsequent filing of financial statements of InStream and pro forma financial information giving effect to the acquisition of InStream. Except as described in this Explanatory Note, this Amendment does not amend or otherwise update the Original Report. Therefore, this Amendment should be read in conjunction with the Original Report. |