Proficient Auto Logistics, Inc. Common Stock (PAL) 10-Q 20 Jun 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	Jun. 20, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Information [Line Items]
Entity Registrant Name	PROFICIENT AUTO LOGISTICS, INC.
Entity Central Index Key	0001998768
Entity File Number	001-42035
Entity Tax Identification Number	93-1869180
Entity Incorporation, State or Country Code	DE
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	No
Entity Shell Company	false
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	12276 San Jose Blvd
Entity Address, Address Line Two	Suite 426
Entity Address, City or Town	Jacksonville
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	32223
Entity Phone Fax Numbers [Line Items]
City Area Code	(904)
Local Phone Number	506-7918
Entity Listings [Line Items]
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	PAL
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		26,089,833

Condensed Balance Sheet (Unaudi

Condensed Balance Sheet (Unaudited) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
ASSETS
Cash	$ 76,098	$ 458,233
Receivable from stockholders	35,000	35,000
Deferred offering cost	5,065,000	3,902,000
Total assets	5,176,098	4,395,233
LIABILITIES AND STOCKHOLDERS’ EQUITY
Accounts payable	5,096,805	4,006,062
Total liabilities	5,096,805	4,006,062
Stockholders’ (deficit) equity
Common stock, $0.01 par value; authorized– 50,000,000 shares; 2,939,130 and 2,939,130 issued and outstanding as of March 31, 2024 and December 31, 2023, respectively	29,391	29,391
Additional paid in capital	932,609	932,609
Retained deficit	(882,707)	(572,829)
Total stockholders’ equity	79,293	389,171
Total liabilities and stockholders’ equity	$ 5,176,098	$ 4,395,233

Condensed Balance Sheet (Unau_2

Condensed Balance Sheet (Unaudited) (Parentheticals) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common shares, par value (in Dollars per share)	$ 0.01	$ 0.01
Common shares, shares authorized	50,000,000	50,000,000
Common shares, shares issued	2,939,130	2,939,130
Common shares, shares outstanding	2,939,130	2,939,130

Condensed Statement of Comprehe

Condensed Statement of Comprehensive Income (Unaudited)	3 Months Ended
	Mar. 31, 2024 USD ($) $ / shares
Expenses
General, selling & other operating expenses	$ 309,878
Total expenses	309,878
NET LOSS	$ (309,878)
Loss per share
Basic EPS (in Dollars per share) | $ / shares	$ (0.11)
Diluted EPS (in Dollars per share) | $ / shares	$ (0.11)

Condensed Statement of Stockhol

Condensed Statement of Stockholder’s Equity (Unaudited) - 3 months ended Mar. 31, 2024 - USD ($)	Common Stock	Additional Paid in Capital	Retained Deficit	Total
Balance at Dec. 31, 2023	$ 29,391	$ 932,609	$ (572,829)	$ 389,171
Balance (in Shares) at Dec. 31, 2023	2,939,130
Issuance of shares
Net loss			(309,878)	(309,878)
Balance at Mar. 31, 2024	$ 29,391	$ 932,609	$ (882,707)	$ 79,293
Balance (in Shares) at Mar. 31, 2024	2,939,130

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows (Unaudited)	3 Months Ended
	Mar. 31, 2024 USD ($)
Cash flows from operating activities:
Net loss	$ (309,878)
Change in deferred offering costs	(1,163,000)
Change in accounts payable	1,090,743
Net cash provided used in operating activities	(382,135)
Cash flows from financing activities:
NET CHANGE IN CASH	(382,135)
Cash, beginning of year	458,233
Cash, end of year	$ 76,098

Nature of Operations

Nature of Operations	3 Months Ended
	Mar. 31, 2024
Nature of Operations [Abstract]
NATURE OF OPERATIONS	NOTE 1 — NATURE OF OPERATIONS AH Acquisition Corp. was formed on June 13, 2023, pursuant to the laws of the State of Delaware to become a holding company for the consolidation of several operating companies within the automobile transportation industry. Subsequently, on October 17, 2023, AH Acquisition Corp. (the “Company”) legally changed its name to Proficient Auto Logistics, Inc. On December 20, 2023, the Company (“purchaser”) entered into separate agreements to acquire Delta Automobile Services, Inc., doing business as Delta Auto Transport (“Delta”), Deluxe Auto Carriers, Inc. (“Deluxe”), Sierra Mountain Group, Inc. (“Sierra”), Proficient Auto Transport, Inc. (“Proficient Transport”), and Tribeca Automotive Inc. (“Tribeca”).

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The condensed financial statements and footnotes included in this Quarterly Report on Form 10-Q include the accounts of the Company and should be read in conjunction with the financial statements and footnotes related to the Company included in the Company’s Registration Statement on Form S-1 (333-279346). In management’s opinion, these condensed financial statements were prepared in accordance with GAAP and include all adjustments necessary (consisting of normal recurring adjustments) for the fair statement of the periods presented. Cash Cash includes all high investment instruments with an original maturity of three months or less. Cash balances with institutions may be in excess of Federal Deposit Insurance Corporation (“FDIC”) limits. Stockholders’ Equity The Company is authorized to issue 50,000,000 shares of common stock, which has a par value of $0.01 per share.

Deferred Offering Costs

Deferred Offering Costs	3 Months Ended
	Mar. 31, 2024
Deferred Offering Costs [Abstract]
DEFERRED OFFERING COSTS	NOTE 3 — DEFERRED OFFERING COSTS The Company capitalizes certain legal and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until such financings are consummated. After consummation of the equity financing, these costs are recorded as a reduction of the proceeds generated as a result of the offering. Should the planned equity financing be abandoned, the deferred offering costs will be expensed immediately as a charge to operating expense in the consolidated statements of operations. Deferred offering costs amounted to $5,065,000 at March 31, 2024.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 4 — SUBSEQUENT EVENTS On May 8, 2024, the Company priced its underwritten initial public offering (the “IPO”) of 14,333,333 shares of its common stock at a public offering price of $15.00 per share, for total gross proceeds of approximately $215.0 million, before deducting underwriting discounts and commissions and offering expenses payable by the Company. The Company granted the underwriters of the IPO a customary 30-day over-allotment option to buy up to an additional 2,149,999 shares of common stock from the Company. The Company’s common stock began trading on the Nasdaq Global Market on May 9, 2024 under the ticker symbol “PAL.” The IPO closed on May 13, 2024. On June 4, 2024, the Company sold an additional 1,435,000 shares of its common stock pursuant to the underwriters’ partial exercise of the over-allotment option. The shares were sold at the initial public offering price of $15.00 per share for total gross proceeds of approximately $21.5 million for the exercise of the overallotment, and a total of $236.5 million for the IPO, before deducting underwriting discounts and commissions and offering expenses payable by the Company. On May 13, 2024, concurrently with the closing of the IPO, the Company completed in multiple, separate acquisitions (the “Combinations”) of the five operating businesses and their respective affiliated entities, as applicable: (i) Delta, (ii) Deluxe, (iii) Sierra, (iv) Proficient Transport, and (v) Tribeca (together, the “Founding Companies” and each a “Founding Company”). The Company acquired the stock of the Founding Companies for a combination of cash and shares of the Company’s common stock. The aggregate cash consideration the Company paid in the Combinations was approximately $180.4 million, subject to post-closing adjustments. The aggregate stock consideration the Company paid in the Combinations consisted of approximately 6,978,191 shares of the Company’s common stock. The consideration for the Combinations was determined by arms-length negotiations between the Company and representatives of each Founding Company.

Pay vs Performance Disclosure

Pay vs Performance Disclosure	3 Months Ended
	Mar. 31, 2024 USD ($)
Pay vs Performance Disclosure
Net Income (Loss)	$ (309,878)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Mar. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The condensed financial statements and footnotes included in this Quarterly Report on Form 10-Q include the accounts of the Company and should be read in conjunction with the financial statements and footnotes related to the Company included in the Company’s Registration Statement on Form S-1 (333-279346). In management’s opinion, these condensed financial statements were prepared in accordance with GAAP and include all adjustments necessary (consisting of normal recurring adjustments) for the fair statement of the periods presented.
Cash	Cash Cash includes all high investment instruments with an original maturity of three months or less. Cash balances with institutions may be in excess of Federal Deposit Insurance Corporation (“FDIC”) limits.
Stockholders’ Equity	Stockholders’ Equity The Company is authorized to issue 50,000,000 shares of common stock, which has a par value of $0.01 per share.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares par value	$ 0.01	$ 0.01

Deferred Offering Costs (Detail

Deferred Offering Costs (Details)	Mar. 31, 2024 USD ($)
Deferred Offering Costs [Abstract]
Deferred offering costs amount	$ 5,065,000

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions			3 Months Ended
	Jun. 04, 2024	May 08, 2024	Mar. 31, 2024
Subsequent Events [Line Items]
Cash consideration			$ 180.4
Series of Individually Immaterial Business Acquisitions [Member]
Subsequent Events [Line Items]
Stock consideration			6,978,191
Subsequent Event [Member]
Subsequent Events [Line Items]
Shares of common stock		2,149,999
Exercise of overallotment	$ 236.5
IPO [Member] | Subsequent Event [Member]
Subsequent Events [Line Items]
Shares of common stock		14,333,333
Offering price		$ 15
Gross proceeds		$ 215
Over-Allotment Option [Member] | Subsequent Event [Member]
Subsequent Events [Line Items]
Shares of common stock	1,435,000
Offering price	$ 15
Gross proceeds	$ 21.5