UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Explanatory Note
The pro forma financial information included in this Amendment No. 1 is presented for
informational purposes only, as required by Form 8-K. It is not intended to represent the results of operations that PAL and the
acquired businesses would have achieved had the Acquisition and related financing transactions occurred during the periods
presented, nor is it intended to project the future results of operations of the combined company.
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Item 9.01 Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired
The audited consolidated financial statements of Hansen & Adkins, Inc. and Subsidiaries, which include H&A as of and for the years ended December 31, 2025 and 2024, together with the related independent auditor’s report of Windes, Inc., are filed as Exhibit 99.3 hereto and incorporated herein by reference. The unaudited condensed consolidated financial statements of Hansen & Adkins, Inc. and Subsidiaries as of June 30, 2026 and for the six months ended June 30, 2026 and 2025 are filed as Exhibit 99.4 hereto and incorporated herein by reference.
The audited financial statements of MCL McGill Carriers Ltd. as of and for the years ended December 31, 2025 and 2024, prepared in accordance with accounting principles generally accepted in the United States, together with the related independent auditor’s report of Grant Thornton LLP, are filed as Exhibit 99.5 hereto and incorporated herein by reference. The unaudited condensed financial statements of MCL as of June 30, 2026 and for the six months ended June 30, 2026 and 2025 are filed as Exhibit 99.6 hereto and incorporated herein by reference. For purposes of the unaudited pro forma condensed combined financial information, MCL’s historical financial information is presented under the caption “H&A Canada.”
(b) Pro Forma Financial Information
The unaudited pro forma condensed combined balance sheet of PAL as of June 30, 2026, giving effect to the Acquisition and the related financing transactions as if they had occurred on June 30, 2026, and the unaudited pro forma condensed combined statements of operations of PAL for the year ended December 31, 2025 and the six months ended June 30, 2026, in each case giving effect to the Acquisition and the related financing transactions as if they had occurred on January 1, 2025, are filed as Exhibit 99.7 hereto and incorporated herein by reference.
(d) Exhibits
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 23, 2026
| By: | /s/ Brad Wright | |
| Brad Wright | ||
| Chief Financial Officer and Secretary |
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