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Quad M Solutions, Inc.

US:MMMMD
No current share price held for this company.

Past year: ▼ 95%(87.0c – 16.20 USD)

Market cap
—
Shares on issue
—
Story beats
7 since 2018
Last event
16 Aug 2023

History

A former mining company, Quad M Solutions rebuilt itself as a health benefits and staffing business, funded by dilutive share issues and a loan, and by August 2023 had lost its first planned acquisition.

2018-2019: Funding and a restatement

Quad M Solutions was then still a mining company, known as Mineral Mountain Mining & Milling. In October 2018 it signed an equity purchase agreement letting an investor buy up to $5,000,000 of new common stock over time. The company owed the investor a commitment fee of 1,428,571 shares and had to register 15,000,000 shares for resale. New shares meant dilution for existing holders. Shares on issue rose from 60,436,162 at the end of 2017 to 64,371,162 a year later, and 68,777,733 by the end of 2019.

In February 2019 the company said its annual reports for fiscal 2016 to 2018, and several quarterly reports, should no longer be relied on. The cause was its accounting for the Alaska Property and Mineral Lease: payments would now be expensed as incurred rather than booked as an asset and liability. The filing gave no restated figures. The company divested 75% of its former mining subsidiaries in April 2019 and changed its name to Quad M Solutions effective July 22, 2019.

2021-2022: A benefits business

The record is quiet for 2020, when the share count shown fell to 30,662,131; the beats do not explain this. By 2021 Quad M described itself as a staffing and employee benefits holding company. On April 9, 2021 it took a $4,200,000 loan from BeachStar Partners, due October 8, 2022, with a credit facility of up to $130,000,000 tied to insured employee lives added. It used the money to pay off convertible note holders and existing loans. In June 2021 it also agreed to end its Series D preferred stock for $2,000,000 over nine months plus warrants, and to convert its Series E preferred into 2,000,000 common shares plus warrants. Shares on issue stood at 78,011,174 at the end of 2021.

New deals followed. In September 2021 subsidiary NuAxess 2 signed a binding term sheet with Mammoth Life and Reinsurance, splitting stop loss captive underwriting profit 60% to Quad M and 40% to Mammoth; final agreements were still expected. In February 2022 it signed a services agreement with Quantum Computing Inc. at $5 to $10 per employee per month, to improve risk sorting and pricing. In June 2022 it disclosed agreements giving access to about 10,000 Advent Health employees; enrollment was not stated.

2023: An acquisition falls through

Shares on issue reached 217,437,033 by the end of 2023. On July 18, 2023 Quad M agreed to buy REV Technologies for $500,000 through new subsidiary QM Racing. It could not secure acceptable funding, as the terms offered would have been highly dilutive, and REV terminated the contract on August 14, 2023. As of August 16, 2023, the company said it would keep its staffing and healthcare business and planned to start a medical devices line in the fourth quarter of fiscal 2023.

Written from the 7 story beats below (2018 to 16 Aug 2023), which come from the company's own announcements and filings.

Beat by beat

The events that changed the company's story, in plain English, each written against everything known about the company at the time. The dot shows whether it was good, bad or neutral for shareholders.

shares on issue market cap (log scale)

2023217m shares

  1. 16 Aug

    The planned purchase of 100% of REV Technologies, signed July 18, 2023 through new subsidiary QM Racing for $500,000, is off. Quad M could not get acceptable funding (the terms it was offered would have been highly dilutive to shareholders), and REV Technologies terminated the contract on August 14, 2023. The company says it will keep its staffing and healthcare business and plans to start a medical devices line in the fourth quarter of fiscal 2023.

    material agreement termination

    217m sh

2022130m shares

  1. 10 June

    Quad M disclosed agreements, through its subsidiary Physicians HealthCare Services LLC (PHCS), with Advent Health, a Florida clinically-integrated network. The company says this gives it access to about 10,000 employees at 2,000+ physician offices, who would be eligible for the self-funded plans run by NuAxess and OpenAxess. The filing gives no financial terms in its text and does not say how many employees will actually enroll. The exhibits are dated December 6, 2021 (PHCS) and April 1, 2022 (Advent).

    material agreement

    130m sh
  2. 22 Feb

    On February 15, 2022 Quad M signed a services agreement with Quantum Computing Inc. to use its Qatalyst software to improve how it sorts covered employees into high-risk pools and prices its self-insured medical plans. Quad M will pay QCI $5 to $10 per employee per month. The benefits (lower underwriting costs, a competitive edge) are the company's own expectations, not results. The company's address is now Garland, TX, and Frontiere signs as CEO rather than interim CEO.

    material agreement

    96.1m sh

202154.9m shares

  1. 27 Sept

    Quad M's subsidiary NuAxess 2 signed a Binding Term Sheet with Mammoth Life and Reinsurance on September 25, 2021. Under it, Quad M gets 60% and Mammoth 40% of the stop loss captive underwriting profit on business Quad M brings to Mammoth. The company expects to sign final closing agreements within 10 business days, so this is not yet final. It continues the new management's growth plan after the Acrisure referral agreement.

    material agreement

    54.9m sh
  2. 30 June

    Quad M, now described as a staffing and employee benefits holding company, took a $4,200,000 loan from BeachStar Partners on April 9, 2021. It is repayable in 18 months (October 8, 2022) at 1.5% interest per month or 4% of net revenues, and comes with a credit facility of up to $130,000,000 in $1,000,000 tranches tied to insured employee lives added. The company says it used the money to pay off a list of convertible note holders and existing loans. It also agreed on June 8, 2021 to end its Series D preferred stock for $2,000,000 over nine months plus warrants for 1,000,000 shares each, and to convert the Series E preferred into 2,000,000 common shares plus warrants for 1,000,000 shares. The loan is only convertible to stock after a material uncured default.

    material agreement

    47.7m sh

201964.4m shares · US$1.48bn market cap

  1. 20 Feb

    The company said its 10-K reports for fiscal 2016, 2017 and 2018 and several 10-Q reports from December 2017 to December 2018 should no longer be relied on, and it will restate them. The cause is how it accounted for its Alaska Property and Mineral Lease: payments will now be expensed as incurred rather than recorded as a right-of-use asset and lease liability. Fruci agreed on February 15, 2019 that the statements should be amended. The filing gives no restated figures.

    financial restatement

    64.4m shUS$1.48bn

201860.4m shares · US$967m market cap

  1. 12 Oct

    The company signed an equity purchase agreement (dated October 1, 2018) letting an investor buy up to $5,000,000 of new common stock over time. It also owes the investor a 1,428,571-share commitment fee and must register the resale of 15,000,000 shares plus the fee shares. For shareholders, this means new shares will be issued, which dilutes existing holders.

    capital raising announcement

    60.4m shUS$967m