Proficient Auto Logistics Inc
Filed Apr 11, 2024.
View on SEC.govAbout this filing
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period unavailable · Filed Apr 11, 2024
Contents
Combining Statements of Operations
Combining Schedule of Operations
| Combined | Eliminations | Tribeca Automotive Inc. | Tribeca Truck Leasing | |
|---|---|---|---|---|
| Operating revenue | $54,756,192 | $(432,451) | $54,756,192 | $432,451 |
| Operating expenses | ||||
| Salaries, wages and benefits | 5,522,891 | — | 5,522,891 | — |
| Fuel and fuel taxes | 7,875,865 | — | 7,875,865 | — |
| Purchased transportation | 16,668,860 | — | 16,668,860 | — |
| Truck expenses | 2,611,130 | — | 2,611,130 | — |
| Depreciation | 3,719,520 | — | 3,542,314 | 177,206 |
| Insurance premiums and claims | 6,466,658 | — | 6,466,658 | — |
| Operating taxes, tolls and licenses | 3,325,808 | — | 3,325,808 | — |
| General, selling, and other operating expenses | 3,848,144 | (432,451) | 4,273,949 | 6,646 |
| Total operating expenses | 50,038,876 | (432,451) | 50,287,475 | 183,852 |
| Operating income | 4,717,316 | — | 4,468,717 | 248,599 |
| Other income (expense) | ||||
| Gain (loss) on sale of transportation equipment | 522,662 | — | 521,279 | 1,383 |
| Interest expense, net | (785,301) | — | (725,744) | (59,557) |
| Credit losses on owner-operator receivables | (65,000) | — | (65,000) | — |
| Other income | 1,807 | — | 1,807 | — |
| Total other income (expense) | (325,832) | — | (267,658) | (58,174) |
| Net income | $4,391,484 | $— | $4,201,059 | $190,425 |
Combining Schedule of Operations — (Continued)
| Combined | Eliminations | Tribeca Automotive Inc. | Tribeca Truck Leasing | |
|---|---|---|---|---|
| Operating revenue | $50,108,019 | $(528,000) | $50,108,019 | $528,000 |
| Operating expenses | ||||
| Salaries, wages and benefits | 5,389,535 | — | 5,389,535 | — |
| Fuel and fuel taxes | 9,375,872 | — | 9,375,872 | — |
| Purchased transportation | 15,334,809 | — | 15,334,809 | — |
| Truck expenses | 2,621,823 | — | 2,621,823 | — |
| Depreciation | 4,253,160 | — | 4,034,279 | 218,881 |
| Insurance premiums and claims | 7,080,587 | — | 7,080,587 | — |
| Operating taxes, tolls and licenses | 2,960,743 | — | 2,960,743 | — |
| General, selling, and other operating expenses | 2,629,073 | (528,000) | 3,117,776 | 39,297 |
| Total operating expenses | 49,645,602 | (528,000) | 49,915,424 | 258,178 |
| Operating income | 462,417 | — | 192,595 | 269,822 |
| Other income (expense) | ||||
| Gain (loss) on sale of transportation equipment | 2,421,049 | — | 2,437,704 | (16,655) |
| Interest expense, net | (1,972,750) | — | (1,902,446) | (70,304) |
| Credit losses on owner-operator receivables | (214,000) | — | (214,000) | — |
| Other income | 2,318 | — | 2,318 | — |
| Total other income (expense) | 236,617 | — | 323,576 | (86,959) |
| Net income | $699,034 | $— | $516,171 | $182,863 |
Opinion
We have audited the accompanying combined financial statements of Tribeca Automotive Inc. and Affiliate, which comprise the Combined Balance Sheets as of December 31, 2022 and 2021, and the related Combined Statements of Operations, Combined Statements of Changes in Shareholders’ Equity and Combined Statements of Cash Flows for the years then ended, and the related Notes to the Combined Financial Statements.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Tribeca Automotive Inc. and Affiliate as of December 31, 2022 and 2021, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.
We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of Tribeca Automotive Inc. and Affiliate and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Management is responsible for the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, Management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about Tribeca Automotive Inc. and Affiliate’s ability to continue as a going concern within one year after the date that the financial statements are issued.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements, including omissions, are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements.
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of Tribeca Automotive Inc. and Affiliate’s internal control. Accordingly, no such opinion is expressed.
Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by Management, as well as evaluate the overall presentation of the financial statements.
Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about Tribeca Automotive Inc. and Affiliate’s ability to continue as a going concern for a reasonable period of time.
We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit.
/s/ BKC, CPAS, PC
BKC, CPAS, PC
December 18, 2023
ASSETS
| 2022 | 2021 | |
|---|---|---|
| Current assets | ||
| Cash and cash equivalents | $175,947 | $1,326,904 |
| Accounts receivable, net | 4,620,957 | 4,237,277 |
| Inventory | 43,940 | 45,919 |
| Due from Owner-Operators, net | 642,816 | 2,097,293 |
| Prepaid expenses and other current assets | 3,329,699 | 3,521,453 |
| Due from related party | 40,843 | — |
| Total current assets | 8,854,202 | 11,228,846 |
| Property and equipment | ||
| Transportation equipment | 28,801,192 | 32,795,773 |
| Furniture and fixtures | 161,970 | 161,970 |
| Machinery and equipment | 12,349 | 12,349 |
| Total property and equipment | 28,975,511 | 32,970,092 |
| Less: accumulated depreciation | (17,593,567) | (15,885,773) |
| Property and equipment, net | 11,381,944 | 17,084,319 |
| Right-of-use asset, operating leases | 456,671 | 1,108,376 |
| Total assets | $20,692,817 | $29,421,541 |
| Current liabilities | ||
|---|---|---|
| Line of credit | $— | $2,741,200 |
| Finance loans | 4,777,053 | 3,116,546 |
| Current portion of long-term debt | 4,620,257 | 8,715,165 |
| Accounts payable and accrued expenses | 1,381,128 | 927,719 |
| Shareholder loans payable | 206,347 | — |
| Lease liability – operating leases | 348,156 | 681,901 |
| Total current liabilities | 11,332,941 | 16,182,531 |
| Long-term liabilities | ||
| SBA Economic Injury Disaster loan | 2,083,759 | 2,007,086 |
| Long-term debt, net of current maturities and unamortized debt issuance costs | 7,760,829 | 12,077,089 |
| Lease liability – operating leases, net | 109,802 | 433,383 |
| Total long-term liabilities | 9,954,390 | 14,517,558 |
| Total liabilities | 21,287,331 | 30,700,089 |
| Shareholders’ equity | ||
| Common stock, $360 par value, 1,000 shares authorized, shares issued and outstanding | 360,000 | 360,000 |
| Retained earnings | (954,514) | (1,638,548) |
| Total shareholders’ equity | (594,514) | (1,278,548) |
| Total liabilities and shareholders’ equity | $20,692,817 | $29,421,541 |
| 2022 | 2021 | |
|---|---|---|
| Operating revenue | $50,108,019 | $44,635,244 |
| Operating expenses | ||
| Salaries, wages and benefits | 5,389,535 | 5,850,822 |
| Fuel and fuel taxes | 9,375,872 | 7,518,102 |
| Purchased transportation | 15,334,809 | 15,161,081 |
| Truck expenses | 2,621,823 | 2,309,757 |
| Depreciation, net of gain on sale of transportation equipment | 1,832,111 | 3,363,855 |
| Insurance premiums and claims | 7,080,587 | 10,109,810 |
| Operating taxes, tolls and licenses | 2,960,743 | 2,956,457 |
| General, selling, and other operating expenses | 2,629,073 | 2,671,241 |
| Total operating expenses | 47,224,553 | 49,941,125 |
| Operating income (loss) | 2,883,466 | (5,305,881) |
| Other income (expense) | ||
| Interest expense, net | (1,972,750) | (1,667,325) |
| Bad debt expense on owner-operator receivables | (214,000) | (191,830) |
| Other income | 2,318 | 10,215 |
| Payroll Protection Program loan forgiveness | — | 2,007,302 |
| Total other income (expense) | (2,184,432) | 158,362 |
| Net income (loss) | $699,034 | $(5,147,519) |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.