Toppoint Holdings Inc.
For the period ended Mar 31, 2026. Filed May 14, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 14, 2026
TOPP$0.11-3.7%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001213900-25-110927
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-14.
0001213900-26-056650
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 103 previous paragraphs and 77 current paragraphs.
48 unchanged; 26 reworded; 3 added; 26 removed; 3 previous and 0 current paragraphs rearranged.
Tables are not compared: 27 previous and 25 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (3)
Current report
Log. Log-hauling revenue totaled $59,928, down 28.2% from $83,448 in the three months ended March 31, 2025. The forestry export uptick in volume due to 2025 US export tariffs has normalized and in the first quarter of 2026, fuel increases have also created inconsistencies in shipping volume resulting and a raise in shipping costs.
Current report
Cash used in operating activities decreased by approximately $93,650 for the three months ended March 31, 2026, compared to the same period in 2025, primarily due to lower working capital outflows, including reduced increases in contract assets of approximately $308,947 and prepaid assets of approximately $112,567, as well as the absence of deferred tax impacts recognized in the prior-year period. These changes were partially offset by higher accounts receivable balances and decreases in accounts payable.
Current report
Investing activities provided cash of $500,000 during the three months ended March 31, 2026, and used a net of $6,392,574 during the three months ended March 31, 2025. The change was primarily attributable to lower purchases of property and equipment, a $500,000 decrease in deposits on property and equipment – related party, and the absence of $5,700,000 note receivable advances made during the prior-year period.
Removed paragraphs (26)
Previous report
On January 23, 2025, we closed our initial public offering of 2,500,000 shares of common stock, at an offering price of $4.00 per share, for gross proceeds of $10,000,000. Our common stock began trading on NYSE American on January 22, 2025, under the symbol “TOPP.”
Previous report
Log. Log-hauling revenue totaled $94,217, up 50.1% from $62,740 in the three months ended September 30, 2024. China’s suspension of processing hardwood lumber in March 2025 led to a decline in log exports. However, rerouting shipments to Vietnam offset the impact.
Previous report
General and administrative expenses Our general and administrative expenses consist primarily of automobile, office, insurance, payroll and rent expenses. Our general and administrative expenses increased by $4,707,926 or 527% to $5,600,635 for the three months ended September 30, 2025 from $892,709 for the three months ended September 30, 2024. This change primarily results from an increase in professional fees from going public, travel expenses related to business development and depreciation expense, as well as the recognition of stock-based compensation in the amount of $3,781,000 (see condensed unaudited financial statements Note 9 for details).
Previous report
Comparison of Nine Months Ended September 30, 2025 and 2024
Previous report
Revenue
Previous report
Revenue for the nine months ended September 30, 2025 and 2024 was $12,275,466 and $12,167,956, respectively, representing an increase of $107,510 or 1%. Revenue increased slightly in the first nine months of 2025, primarily driven by higher volumes in import, metal, and log commodity transport. This growth was partially offset by lower second-quarter production, which was measured against unusually high volumes in the prior-year period associated with container recovery services following the Baltimore bridge collapse in 2024.
Previous report
Waste Paper. Waste Paper revenue for the nine months ended September 30, 2025 totaled $6,738,908, a 15.7% decrease from the $7,996,703 recognized in the prior period. The year-over-year variance primarily reflects a lower volume of outbound loads originating from recycling plants attributable to steady demand from domestic recyclers as well as trade interruptions due to US tariffs causing a decrease in export volumes to Southeast Asia.
Previous report
Import. Import revenue, which comprises drayage and inland transit of containerized freight arriving at New York/New Jersey, Philadelphia, and Baltimore Ports, amounted to $3,679,425, reflecting a 30.6% increase as compared to $2,817,034 in the prior-year period. Strategic import client acquisition paired with a new versatile 20/40 split chassis fleet have allowed the Company to concentrate growth efforts into the import vertical and navigate effectively through port congestion, resulting in the year-over-year growth.
Previous report
Metal. Scrap metal revenue reached $1,397,093 in the nine months ended September 30, 2025, a 58.5% increase from $881,626 in the prior period. The increase was principally driven by a resurgence in scrap generation and recycling activity, which translated into higher demand for outbound scrap metal movements.
Previous report
Log. Log revenue totaled $308,270, representing a 37.6% increase relative to $224,065 in the prior-year period. Though the Company is showing consistent strength, the overall softness in log export volume stemmed from a suspension of Chinese production of US lumber that went into effect in March 2025. Volumes may hold consistent as log exporters increase their near-term shipments in response to the “New York Deforestation Act” currently Bill A8673, which will limit deforestation in the localized area if passed.
Previous report
Plastic. Plastic revenue was $151,770 for the nine months ended September 30, 2025, a 38.9% decrease compared with $248,528 in the prior-year period. The decline in resin production during refinery turnaround season reduced outbound shipment counts early in the year, compounded by a decrease in demand for exported recycled plastic to China. The Company continues to service this vertical, but, due to the volatility, focuses on more stabilized commodities.
Previous report
Management believes the first-nine months results demonstrate our ability to leverage specialized equipment, disciplined pricing, and data-driven network optimization to navigate dynamic demand conditions across diverse commodity sectors. While customer order patterns in the last quarter of the year will continue to be influenced by macroeconomic trends, we remain focused on driving profitable revenue growth through strategic fleet investments, targeted lane expansions, and continuous service enhancements.
Previous report
Cost and expenses
Previous report
Gross profit As a result of the foregoing, our gross profit increased by $534,669 to $2,324,170 for the nine months ended September 30, 2025 from $1,789,501 for the nine months ended September 30, 2024. As a percentage of revenue, gross profit margin increased to 19% for the nine months ended September 30, 2025, from 15% for the nine months ended September 30, 2024.
Previous report
Income tax expense
Previous report
We recorded a provision for income benefits of $(15,159) for the nine months ended September 30, 2025, as compared to $96,182 for the nine months ended September 30, 2024, a decrease of $111,341 or 116%. The decrease in the income tax expense mainly resulted from a net loss for the nine months ended September 30, 2025.
Previous report
Net (loss) income
Previous report
Net (loss) income for the nine months ended September 30, 2025 and 2024 was $(6,206,653) and $227,686, respectively. The increase in net loss was primarily due to the increase in general and administrative expenses, including the recognition of stock-based compensation in the amount of $4,766,550 during the nine months ended September 30, 2025.
Previous report
Operating activities used net cash of $1,584,551 during the nine months ended September 30, 2025, and used $812,823 during the nine months ended September 30, 2024. Cash used in operating activities increased by approximately $771,728 primarily due to increase in net loss of $6,434,340, increase in amortization of ROU of $85,638, increase in depreciation of $320,236, stock-based compensation of $4,766,550, increase in amortization of $201,654, deferred taxes of $283,290, and an overall decrease of $571,821 from the change in operating assets and liabilities, for the nine months ended September 30, 2025 in comparison of the nine months ended September 30, 2024.
Previous report
Investing activities used net cash of $6,262,944 during the nine months ended September 30, 2025, and provided $164,661 during the nine months ended September 30, 2024. Cash used in investing activities increased by $6,427,605 from the corresponding period of the prior year. The change is mainly due to $1,012,944 from the purchases of property and equipment and $5,250,000 from the issuance of notes receivable.
Previous report
Initial Public Offering and Underwriting Agreement
Previous report
On January 21, 2025, we entered into an Underwriting Agreement (the “Underwriting Agreement”), with A.G.P./Alliance Global Partners (“AGP”), as representative of the underwriters named on Schedule 1 thereto, relating to the Company’s initial public offering of 2,500,000 shares of common stock (the “IPO Shares”). Pursuant to the Underwriting Agreement, in exchange for AGP’s firm commitment to purchase the IPO Shares, the Company agreed to sell the IPO Shares to AGP at a purchase price of $3.72 (93% of the public offering price per share of $4.00, after deducting underwriting discounts and before deducting a 1% non-accountable expense allowance). The Company also agreed to issue AGP warrants (the “Representative’s Warrant”) to purchase 5% of the aggregate number of the IPO Shares, at an exercise price equal to $4.80, equal to 120% of the public offering price, subject to adjustment.
Previous report
On January 22, 2025, the IPO Shares were listed and commenced trading on the NYSE American.
Previous report
The closing of the initial public offering took place on January 23, 2025. At the closing, the Company sold the IPO Shares for total gross proceeds of $10,000,000. After deducting the underwriting discounts, non-accountable expense allowance, and other expenses from the gross proceeds, the Company received net proceeds of approximately $8.28 million. The Company also issued AGP the Representative’s Warrant exercisable for the purchase of 125,000 shares of common stock at an exercise price of $4.80 per share, subject to adjustment. The Representative’s Warrant may be exercised by payment of cash or by a cashless exercise provision, and may be exercised at any time for three (3) years following the date of commencement of sales of the initial public offering, in whole or in part.
Previous report
The offer and sale of the IPO Shares, and the issuance of the Representative’s Warrant, were registered pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-281474), as amended (the “IPO Registration Statement”), initially filed with the SEC on August 12, 2024, and declared effective by the SEC on January 21, 2025, and by means of the final prospectus, dated January 21, 2025, filed with the SEC on January 22, 2025 pursuant to Rule 424(b)(4) of the Securities Act, or the Final IPO Prospectus.
Previous report
The IPO Registration Statement included the registration for sale of an additional 375,000 shares of common stock at the public offering price of $4.00 per share upon full exercise of the underwriters’ over-allotment option. The additional shares of common stock underlying the Representative’s Warrant registered for sale by the IPO Registration Statement included 18,750 shares of common stock that the underwriters had the option to purchase upon exercise of the Representative’s Warrant which would be issuable upon full exercise of the underwriters’ over-allotment option. The underwriters’ over-allotment option expired unexercised.
Reworded paragraphs (26)
Previous wording
We are a truckload services and solutions provider focused on the recycling export supply chain. We have become a key player in the New Jersey and Pennsylvania regional trucking market for waste paper. In addition to waste paper, our portfolio also includes the shipment of scrap metal and wooden logs from large waste companies, recycling centers and commodity traders to the ports of Newark, NJ, and Philadelphia, PA. Additionally, we are rapidly expanding in the import vertical of drayage trucking as a final mile provider. This strategic expansion allows for double usage of each container—handling inbound freight via import orders and reusing containers for outbound freight via export orders—thereby generating revenue in both directions per move without requiring doubling our fleet. To support this strategy, we have upgraded our chassis, purchasing brand new adjustable 20’/40’ models to add versatility to handle any standard-size container without requiring a swap.
Current wording
We are a truckload services and solutions provider focused on the recycling export supply chain. We have become a key player in the New Jersey and Pennsylvania regional trucking market for waste paper. In addition to waste paper, our portfolio also includes the shipment of scrap metal and wooden logs from large waste companies, recycling centers and commodity traders to the ports of Newark, NJ, and Philadelphia, PA. We also provide import transportation services at the ports of Newark and Philadelphia, under which we transport cargo-filled containers from the ports to our customers’ designated delivery locations. We continue to expand our footprints domestically and internationally and have ventured into the recycling export transport markets in Tampa, Jacksonville, and Miami, FL, and Baltimore, MD, in 2023, and Ensenada, Mexico in 2024, and Houston, Texas in 2025. We intend to explore the international market in Latin America, including Chancay, Peru, in the near future.
Previous wording
Our client base includes largest Fortune 500 waste companies and over 280 recycling centers and commodity traders that operate in nearly 2,300 locations. Our growing client base relies on us as their partner to provide a “white glove service” to ensure their time-sensitive, ultra-high throughput commodities are safely loaded and delivered right to container ships. In addition, capitalizing on our know-how in developing logistics solutions over the years, we are able to propose integrated transportation solutions that cover loading, transport, port drayage and unloading.
Current wording
Our client base includes some of the largest Fortune 500 waste companies and over 207 recycling centers and commodity traders that operate in nearly 1,077 locations. Our growing client base relies on us as their partner to provide a “white glove service” to ensure their time-sensitive, ultra-high throughput commodities are safely loaded and delivered right to container ships. In addition, capitalizing on our know-how in developing logistics solutions over the years, we are able to propose integrated transportation solutions that cover loading, transport, port drayage and unloading.
Previous wording
We have expanded our operations by securing additional clients, introducing new service offerings, growing partnerships with existing clients and entering new geographic markets since early 2025:
Current wording
We have continued to expand our operations by securing additional clients, introducing new service offerings, growing partnerships with existing clients and entering new geographic markets. To this end, we recently expanded our services to the Houston Port in Texas.
Previous wording
Revenue for the three months ended September 30, 2025 and 2024 was $4,494,932 and $3,736,672, respectively, representing an increase of $758,260 or 20.3%. The revenue increase in the third quarter of 2025 was mainly due to an increase in production in scrap metal and the company’s continued growth into the import vertical allowing for increased efficiency with multi-container usage per order.
Current wording
Revenue for the three months ended March 31, 2026 and 2025 was $4,106,943 and $3,811,610 , respectively, representing an increase of $ $295,333 or 8%. The revenue increase in the first quarter of 2026 was mainly due to our expansion into new markets as well as a substantial increase in import revenue.
Previous wording
Waste Paper. Revenue attributable to the transportation of waste paper fell to $2,068,333 for the three months ended September 30, 2025, an 18.5% change from $2,537,865 in the prior-year period. The decrease was principally attributed to a lower volume of outbound loads originating from recycling plants, driven by a shift in domestic mill demand to fulfill the increased containerboard recycling capacity.
Current wording
Waste Paper. Revenue attributable to the transportation of waste paper fell to $2,065,017 for the three months ended March 31, 2026, a 20.2% change from $2,588,015 in the prior-year period. The decrease was principally attributed to a lower volume of outbound loads originating from recycling plants, driven by a shift in domestic mill demand to fulfill the increased containerboard recycling capacity.
Previous wording
Import. Import-related revenue increased to $1,576,960 compared with $734,691 in the three-month period ended September 30, 2024, representing a 114.6% increase. The increase was primarily attributable to an increase in production, which is a result of large import client acquisition and our ability to service with new equipment that is versatile and adjustable to provide double usage to handle more import containers.
Current wording
Import. Import-related revenue increased to $1,409,083 compared with $870,714 in the three-month period ended March 31, 2025, representing a 61.8% increase. The increase was primarily attributable to an increase in production, which is a result of large import client acquisition and our ability to service with new equipment that is versatile and adjustable to provide double usage to handle more import containers.
Previous wording
Metal. Revenue derived from the movement of ferrous and non-ferrous scrap metals grew to $716,097, as compared to $331,681 in the prior-year quarter, a period-over-period increase of 115.9%. The increase largely reflects growth in the volume our scrap metal customers produced in this year. The tariffs imposed on imported non-ferrous metals along with metal recycling mills being full of inventory have helped keep non-ferrous and scrap metal exports strong.
Current wording
Metal. Revenue derived from the movement of ferrous and non-ferrous scrap metals grew to $565,647 as compared to $213,643 in the prior-year quarter, a period-over-period increase of 164.8%. The increase largely reflects growth in the volume our scrap metal customers produced in this year. The tariffs imposed on imported non-ferrous metals along with metal recycling mills being full of inventory have helped keep non-ferrous and scrap metal exports strong.
Previous wording
Plastic. Revenue from the plastic commodity vertical reached $39,325, a period-over-period decrease of 43.6% compared with $69,695 in the prior-year quarter. This decrease is led by a decrease in US plastics exports to China caused by tariff negotiations.
Current wording
Plastic. Revenue from the plastic commodity vertical reached $7,268, a period-over-period decrease of 87.0% compared with $55,790 in the prior-year quarter. This decrease continues to be led by a decrease in US plastics exports to China caused by tariff negotiations and sensitivity to the rise in shipping costs.
Previous wording
Costs of revenue Our cost of revenue includes all directly related costs to deliver our services, which includes independent contractor drivers, insurance, truck maintenance costs, equipment rental and other directly related costs. Our costs of revenue for the three months ended September 30, 2025 and 2024 were $3,124,049 and $3,279,109, respectively, representing a decrease of 5%.
Current wording
Costs of revenue Our cost of revenue includes all directly related costs to deliver our services, which includes independent contractor drivers, insurance, truck maintenance costs, equipment rental, parking rent expense, dispatch service fees, depreciation and amortization expense, and other directly related costs. Our costs of revenue for the three months ended March 31, 2026 and 2025 were $4,274,056 and $3,701,479, respectively, representing an increase of 15.5%.
Previous wording
Gross profit As a result of the foregoing, our gross profit increased by $913,320 or 200% to $1,370,883 for the three months ended September 30, 2025 from $457,563 for the three months ended September 30, 2024. As a percentage of revenue, gross profit margin increased to 30% for the three months ended September 30, 2025, as compared to 12% for the three months ended September 30, 2024.
Current wording
Gross profit As a result of the foregoing, our gross profit decreased by $277,244 or 251.7% to $(167,113) for the three months ended March 31, 2026 from $110,131 for the three months ended March 31, 2025. As a percentage of revenue, gross profit margin decreased to (4)% for the three months ended March 31, 2026, as compared to 3% for the three months ended March 31, 2025.
Previous wording
General and administrative expenses Our general and administrative expenses consist primarily of automobile, office, insurance, payroll and rent expenses. Our general and administrative expenses increased by $6,679,499 or 357% to $8,550,152 for the nine months ended September 30, 2025 from $1,870,653 for the nine months ended September 30, 2024. This change primarily results from an increase in professional fees from going public, travel expenses related to business development and depreciation expense, as well as the recognition of stock-based compensation in the amount of $4,766,550.
Current wording
General and administrative expenses Our general and administrative expenses consist primarily of automobile, office, insurance, payroll and rent expenses. Our general and administrative expenses increased by $29,708 or 6% to $546,956 for the three months ended March 31, 2026 from $517,248 for the three months ended March 31, 2025. This change primarily results from a substantial increase in professional fees incurred during the three months ended March 31, 2025.
Previous wording
We recorded a provision for income benefits of $0 for the three months ended September 30, 2025, as compared to $138 for the three months ended September 30, 2024.
Current wording
We recorded a provision for income benefits of $0 for the three months ended March 31, 2026, as compared to $93,660 for the three months ended March 31, 2025.
Previous wording
Net loss for the three months ended September 30, 2025 and 2024 was $4,146,657 and $27,522, respectively. The increase in net loss was primarily due to the increase in general and administrative expenses, which included approximately $3.78 million of stock-based compensation recognized during the third quarter of 2025.
Current wording
Net loss for the three months ended March 31, 2026 and 2025 was $653,732 and $528,475, respectively. The increase in net loss was primarily due to the increase in costs of revenue.
Previous wording
The table below shows both the total NLCs and a breakdown of NLCs by commodity type during the nine months ended September 30, 2025 and 2024. Our revenue generation directly corresponds to NLC but is also impacted by the rates charged to customers.
Current wording
The table below shows both the total NLCs and a breakdown of NLCs by commodity type during the three months ended March 31, 2026 and 2025. Our revenue generation directly corresponds to NLC but is also impacted by the rates charged to customers.
Previous wording
For the nine months ended September 30, 2025, the NLC for Waste Paper declined by 2,539, or 20.4%, to 9,899, from 12,438 for the nine months ended September 30, 2024. The decrease was primarily attributed to an industry-wide decrease in scrap paper export volume with domestic demand still rising from US paper mills.
Current wording
For the three months ended March 31, 2026, the NLC for Waste Paper declined by 980, or 24.94%, to 2,949, from 3,929 for the three months ended March 31, 2025. The decrease was primarily attributed to an industry-wide decrease in scrap paper export volume with domestic demand still rising from US paper mills.
Previous wording
For the nine months ended September 30, 2025, the NLC for Metal increased by 707 or 74.5%, to 1,656, from 949 for the nine months ended September 30, 2024. The increase was due to consistent orders from metal clients acquired in 2024 in the waste metal space and domestic aluminum mills being full prompting an increase in the export of non-ferrous metals.
Current wording
For the three months ended March 31, 2026, the NLC for Metal increased by 418 or 171.31%, to 662, from 244 for the three months ended March 31, 2025. The increase was due to consistent orders from metal clients acquired in 2024 in the waste metal space and domestic aluminum mills being full prompting an increase in the export of non-ferrous metals.
Previous wording
For the nine months ended September 30, 2025, the NLC for Log increased by 79, or 38.5%, to 284, from 205 for the nine months ended September 30, 2024. The increase primarily reflected a push by log exported to beat limitations on the volume of trees deforested for logging in the New York state we service and a suspension of production on US lumber by China in March of 2025 that was rerouted to Vietnam at a higher demand.
Current wording
For the three months ended March 31, 2026, the NLC for Log decreased by 14, or 20.59%, to 54, from 68 for the three months ended March 31, 2025. The decrease primarily reflected a push by log exported to beat limitations on the volume of trees deforested for logging in the New York state we service and a suspension of production on US lumber by China in March of 2025 that was rerouted to Vietnam at a higher demand.
Previous wording
For the nine months ended September 30, 2025, the NLC for Import increased by 1,466, or 46.1%, to 4,645, from 3,179 for the nine months ended September 30, 2024. The increase was due to increased consistent work from new import customers and added versatility from import focused equipment allowing multi-use efficiency to navigate and overcome congestion in the ports the Company services. The Company has seen success enabling import customers to increase inbound volume to beat imposing tariffs. The Import client acquisition strategy will continue to be a target of the Company.
Current wording
For the three months ended March 31, 2026, the NLC for Import increased by 492, or 42.27%, to 1,656, from 1,164 for the three months ended March 31, 2025. The increase was due to increased consistent work from new import customers and added versatility from import focused equipment allowing multi-use efficiency to navigate and overcome congestion in the ports the Company services. The Company has seen success enabling import customers to increase inbound volume to beat imposing tariffs. The Import client acquisition strategy will continue to be a target of the Company.
Previous wording
For the nine months ended September 30, 2025, the NLC for Plastic decreased by 158, or 46.1%, to 185, from 343 for the nine months ended September 30, 2024. The decrease was due to industry-wide decreases in exports for plastics.
Current wording
For the three months ended March 31, 2026, the NLC for Plastic decreased by 68, or 88.31%, to 9, from 77 for the three months ended March 31, 2025. The decrease was due to industry-wide decreases in exports for plastics.
Previous wording
For the nine months ended September 30, 2025, the total NLC decreased by 445, or 2.6%, to 16,669, from 17,114 for the nine months ended September 30, 2024. Despite the slight decrease in NLC, the Company is seeing much more stability in emerging verticals like metal and import as the focus of their growth is yielding stronger revenue results. Paired with the Company’s increased operational capacity to be more efficient with its newly acquired equipment that provides double usage of a single container via import and export, the Company’s ability of navigating effectively through port congestion will allow the Company to significantly reduce idle time, improve asset utilization, and strengthen its competitive advantage in high-volume port operations.
Current wording
For the three months ended March 31, 2026, the total NLC decreased by 152, or 2.77%, to 5,330, from 5,482 for the three months ended March 31, 2025. Despite the slight decrease in NLC, the Company is seeing much more stability in emerging verticals like metal and import as the focus of its growth is yielding stronger revenue results. Paired with the Company’s increased operational capacity to be more efficient with its newly acquired equipment that provides double usage of a single container via import and export, the Company’s ability of navigating effectively through port congestion will allow the Company to significantly reduce idle time, improve asset utilization, and strengthen its competitive advantage in high-volume port operations.
Previous wording
As of September 30, 2025 and December 31, 2024, we had cash of $463,352 and $557,619, respectively. To date, we have financed our operations primarily through revenue generated from operations as well as our proceeds received from our IPO in January 2025.
Current wording
As of March 31, 2026 and December 31, 2025, we had cash of $836,167 and $1,202,395, respectively. To date, we have financed our operations primarily through revenue generated from operations as well as our proceeds received from our IPO in January 2025.
Previous wording
During the nine months ended September 30, 2025, we had a net loss of $6,206,653 and net cash used in operations of $1,584,551, which resulted primarily from an increase in professional fees resulting from our IPO, non cash stock-based compensation expense of $4,766,550, as well as increased current income tax expense from prior years liabilities. We believe that our current levels of cash will be sufficient to meet our anticipated cash needs for our operations for at least the next 12 months, including our anticipated costs associated with becoming a public reporting company. We may, however, in the future require additional cash resources due to changing business conditions, implementation of our strategy to expand our business, or other investments or acquisitions we may decide to pursue. If our own financial resources are insufficient to satisfy our capital requirements, we may seek to sell additional equity or debt securities or obtain additional loans. The sale of additional equity securities could result in dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Financing may not be available in amounts or on terms acceptable to us, if at all. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand our business operations and could harm our overall business prospects.
Current wording
During the three months ended March 31, 2026, we had a net loss of $653,732 and net cash used in operations of $790,793. During 2026, we have begun to expand our business operations to certain new territories and have raised service prices in response to market changes. Additionally, approximately of $2 million of our outstanding loan receivable are expected to be collected in 2026 and will be used in our operations. Currently, we are working to improve our liquidity and capital sources. In order to fully implement our business plan and sustain continued growth. We may, however, in the future require additional cash resources due to changing business conditions, implementation of our strategy to expand our business, or other investments or acquisitions we may decide to pursue. If our own financial resources are insufficient to satisfy our capital requirements, we may seek to sell additional equity or debt securities or obtain additional loans. The sale of additional equity securities could result in dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Financing may not be available in amounts or on terms acceptable to us, if at all. At the present time, however, we do not have commitments of funds from any lenders or potential investors. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand our business operations and could harm our overall business prospects.
Previous wording
The following table provides detailed information about our net cash flow for the nine months ended September 30, 2025 and 2024:
Current wording
The following table provides detailed information about our net cash flow for the three months ended March 31, 2026 and 2025:
Previous wording
Financing activities provided net cash of $7,753,228 during the nine months ended September 30, 2025, and $417,872 during the nine months ended September 30, 2024. Cash from financing activities increased by $7,335,356. The change is primally due to $8,459,232 received from the issuance of common stock and $328,500 from proceeds of loans payable and net off repayments of $1,034,504. The September 30, 2024 amount is due to $182,129 paid for deferred offering costs.
Current wording
Financing activities used cash of $75,435 during the three months ended March 31, 2026, and a net of $8,459,232 during the three months ended March 31, 2025. Cash from financing activities decreased by $8,534,667. The change is primally due to the $8,459,232 decrease in the issuance of common stock, an increase of $9,432 of finance lease payments, and a net of $66,003 to repayments of loans payable.
Previous wording
Accounts receivable represent revenue earned for which the Company has not yet received payment. Accounts receivable are recorded at the invoiced amount and adjusted for amounts management expects to collect from balances outstanding at period-end. The Company adopt the current expected credit loss model (“CECL model”) to estimate the expected credit losses, which is determined by multiplying the probability of default. The Company estimates the allowance for credit loss based on an analysis of specific accounts and an assessment of the customer’s ability to pay, among other factors. At September 30, 2025, and December 31, 2024, the Company recorded an allowance for credit losses accounts in the amount of $123,371. The balance of accounts receivable, net as of September 30, 2025 and December 31, 2024 amounted to $1,512,449 and $1,203,001, respectively.
Current wording
Accounts receivable represent revenue earned for which the Company has not yet received payment. Accounts receivable are recorded at the invoiced amount and adjusted for amounts management expects to collect from balances outstanding at period-end. The Company adopt the current expected credit loss model (“CECL model”) to estimate the expected credit losses, which is determined by multiplying the probability of default. The Company estimates the allowance for credit loss based on an analysis of specific accounts and an assessment of the customer’s ability to pay, among other factors. The allowance for credit losses was $123,371 as of March 31, 2026 and December 31, 2025.
Previous wording
The Company evaluates uncertain income tax positions taken or expected to be taken in a tax return for recognition in its consolidated financial statements. The Company was not required to recognize any amounts from uncertain tax positions for the nine months ended September 30, 2025 and 2024. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof, as well as other factors. Generally, federal, state and local authorities may examine the Company’s tax returns for three years from the date of filing.
Current wording
The Company evaluates uncertain income tax positions taken or expected to be taken in a tax return for recognition in its consolidated financial statements. The Company was not required to recognize any amounts from uncertain tax positions as of March 31, 2026 and December 31, 2025. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment at a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof, as well as other factors. Generally, federal, state and local authorities may examine the Company’s tax returns for three years from the date of filing.
Rearranged previous paragraphs (3)
Previous report — wording carried elsewhere
The following table sets forth key components of our results of operations during the nine months ended September 30, 2025 and 2024, together with the corresponding period-over-period changes.
Previous report — wording carried elsewhere
Our revenue consisted of the following during the nine months ended September 30, 2025, and 2024:
Previous report — wording carried elsewhere
Costs of revenue Our cost of revenue includes all directly related costs to deliver our services, which includes independent contractor drivers, insurance, truck maintenance costs, equipment rental and other directly related costs. Our costs of revenue for the nine months ended September 30, 2025 and 2024 was $9,951,296 and $10,378,455, respectively, representing a decrease of 4%. Such decrease was the result of cost savings measures as well due to the Company’s management of its drive labor force to maintain minimum viable activity relative to forecasted volumes in the third quarter of 2025.