Exhibit 99.4

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

JUNE 30, 2026

 

 

 

 

TABLE OF CONTENTS

 

Independent Accountants’ Review Report   1
     
Consolidated Balance Sheets (Unaudited)   2
     
Consolidated Statements of Income (Unaudited)   3
     
Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)   4
     
Consolidated Statements of Cash Flows (Unaudited)   5
     
Notes to the Consolidated Financial Statements (Unaudited)   6-18

 

i

 

 

INDEPENDENT ACCOUNTANTS’ REVIEW REPORT

 

To the Stockholders of

Hansen & Adkins, Inc. and subsidiaries:

 

We have reviewed the accompanying consolidated financial statements of Hansen & Adkins, Inc. and subsidiaries (collectively, the Company), which comprise the consolidated balance sheets as of June 30, 2026 and December 31, 2025, and the related consolidated statements of income, changes in stockholders’ equity, and cash flows for the six-month periods ended June 30, 2026 and 2025, and the related notes to the consolidated financial statements. A review includes primarily applying analytical procedures to management’s financial data and making inquiries of company management. A review is substantially less in scope than an audit, the objective of which is the expression of an opinion regarding the consolidated financial statements as a whole. Accordingly, we do not express such an opinion.

 

Management’s Responsibility for the Consolidated Financial Statements

 

Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement whether due to fraud or error.

 

Accountants’ Responsibility

 

Our responsibility is to conduct the review engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. Those standards require us to perform procedures to obtain limited assurance as a basis for reporting whether we are aware of any material modifications that should be made to the consolidated financial statements for them to be in accordance with accounting principles generally accepted in the United States of America. We believe that the results of our procedures provide a reasonable basis for our conclusion.

 

We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements related to our review.

 

Accountants’ Conclusion

 

Based on our review, we are not aware of any material modifications that should be made to the accompanying financial statements in order for them to be in accordance with accounting principles generally accepted in the United States of America.

 

/s/ Windes, Inc.

 

Long Beach, California

October 23, 2026

 

1

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETS

(Unaudited)

 

   June 30,   December 31, 
   2026   2025 
ASSETS        
CURRENT ASSETS        
Cash and cash equivalents (variable interest entity restricted: $862,563 - 2026; $1,743,251 - 2025)  $15,246,663   $17,551,850 
Accounts receivable, net of allowance for credit losses of $705,077 - 2026; $654,890 - 2025   28,811,492    25,241,990 
Prepaid expenses and other current assets   6,530,826    6,287,592 
Due from stockholders   634,240    633,830 
Notes receivable, current portion (variable interest entity restricted: $444,553 - 2026; $532,365 - 2025)   899,076    908,327 
    52,122,297    50,623,589 
           
PROPERTY AND EQUIPMENT, net (variable interest entity restricted: $55,005,224 - 2026; $50,731,727 - 2025)   56,337,113    52,105,596 
           
OTHER ASSETS          
Notes receivable, noncurrent portion (variable interest entity restricted: $196,849 - 2026; $315,284 - 2025)   4,799,221    4,820,848 
Deposits   1,542,453    574,330 
    6,341,674    5,395,178 
           
TOTAL ASSETS  $114,801,084   $108,124,363 
           
LIABILITIES AND STOCKHOLDERS’ EQUITY          
           
CURRENT LIABILITIES          
Accounts payable  $7,851,067   $7,331,798 
Accrued expenses, current portion   18,451,552    16,253,987 
Notes payable, current portion (variable interest entity nonrecourse: $12,409,943 - 2026; $10,975,544 - 2025)   14,561,749    13,121,577 
    40,864,368    36,707,362 
           
NONCURRENT LIABILITIES          
Accrued expenses, noncurrent portion   8,777,637    8,915,072 
Notes payable, noncurrent portion (variable interest entity nonrecourse: $46,479,093 - 2026; $43,846,087 - 2025)   51,804,487    50,327,665 
    60,582,124    59,242,737 
           
COMMITMENTS AND CONTINGENCIES (Notes 1, 8, and 9)          
           
STOCKHOLDERS’ EQUITY          
Common stock, no par value; 1,000 shares authorized, issued, and outstanding   120,000    120,000 
Additional paid-in capital   20,915,648    20,915,648 
Accumulated deficit   (26,571,042)   (28,169,698)
Stockholders’ deficit attributable to Hansen & Adkins, Inc.   (5,535,394)   (7,134,050)
Noncontrolling interest   18,889,986    19,308,314 
Total Stockholders’ Equity   13,354,592    12,174,264 
           
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY  $114,801,084   $108,124,363 

 

See Independent Accountants’ Review Report

The accompanying notes are an integral part of these consolidated financial statements.

 

2

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

 

   For the Six-Month Period Ended 
   June 30, 
   2026   2025 
         
REVENUE        
Vehicle transportation and related services  $148,583,132   $161,434,760 
Fuel surcharges   11,800,712    8,280,503 
    160,383,844    169,715,263 
           
COST OF REVENUE   140,627,114    144,872,756 
           
GROSS PROFIT   19,756,730    24,842,507 
           
OPERATING EXPENSES          
General and administrative expenses   18,710,304    20,244,064 
Gain on sale of property and equipment   (1,675,405)   (542,076)
    17,034,899    19,701,988 
           
INCOME FROM OPERATIONS   2,721,831    5,140,519 
           
OTHER INCOME (EXPENSE)          
Other income   1,607,209    826,238 
Interest expense   (2,173,830)   (1,644,932)
Interest income   215,008    255,644 
    (351,613)   (563,050)
           
INCOME BEFORE PROVISION FOR          
STATE FRANCHISE TAXES    2,370,218    4,577,469 
           
PROVISION FOR STATE FRANCHISE TAXES   291,179    321,797 
           
NET INCOME   2,079,039    4,255,672 
           
LESS: INCOME ATTRIBUTABLE TO          
NONCONTROLLING INTEREST   361,176    683,861 
           
NET INCOME ATTRIBUTABLE TO          
HANSEN & ADKINS, INC.  $1,717,863   $3,571,811 

 

See Independent Accountants’ Review Report

The accompanying notes are an integral part of these consolidated financial statements.

 

3

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY FOR THE SIX-MONTH PERIODS ENDED JUNE 30, 2026 AND 2025

(Unaudited)

 

               Stockholders’         
               Deficit         
       Additional       Attributable to       Total 
   Common   Paid-In   Accumulated   Hansen &   Noncontrolling   Stockholders’ 
   Stock   Capital   Deficit   Adkins, Inc.   Interest   Equity 
                         
BALANCE AT JANUARY 1, 2026  $120,000   $20,915,648   $(28,169,698)  $(7,134,050)  $19,308,314   $12,174,264 
                               
DISTRIBUTIONS TO STOCKHOLDERS AND MEMBERS   -    -    (119,207)   (119,207)   (779,504)   (898,711)
                               
NET INCOME   -    -    1,717,863    1,717,863    361,176    2,079,039 
                               
BALANCE AT JUNE 30, 2026  $120,000   $20,915,648   $(26,571,042)  $(5,535,394)  $18,889,986   $13,354,592 
                               
BALANCE AT JANUARY 1, 2025  $120,000   $20,915,648   $(34,940,785)  $(13,905,137)  $19,376,723   $5,471,586 
                               
DISTRIBUTIONS TO STOCKHOLDERS AND MEMBERS   -    -    (42,004)   (42,004)   (177,810)   (219,814)
                               
NET INCOME   -    -    3,571,811    3,571,811    683,861    4,255,672 
                               
BALANCE AT JUNE 30, 2025  $120,000   $20,915,648   $(31,410,978)  $(10,375,330)  $19,882,774   $9,507,444 

 

See Independent Accountants’ Review Report

The accompanying notes are an integral part of these consolidated financial statements.

 

4

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

 

   For the Six-Month Period Ended 
   June 30, 
   2026   2025 
         
CASH FLOWS FROM OPERATING ACTIVITIES        
Net income  $2,079,039   $4,255,672 
Adjustments to reconcile net income to net cash from operating activities:          
Depreciation and amortization   5,884,237    4,409,985 
Gain on sale of property and equipment   (1,675,405)   (542,076)
Changes in operating assets and liabilities:          
Accounts receivable   (3,569,502)   (6,518,714)
Prepaid expenses and other current assets   (243,234)   (3,349,504)
Deposits   (968,123)   17,618 
Accounts payable and accrued expenses   2,579,399    (1,484,881)
Net Cash Provided By (Used In) Operating Activities   4,086,411    (3,211,900)
           
CASH FLOWS FROM INVESTING ACTIVITIES          
Repayments on notes receivable   30,878    542,116 
Advances to stockholders   (410)   (10,762)
Purchases of property and equipment   (278,658)   (310,633)
Proceeds from sale of property and equipment   1,702,361    646,764 
Net Cash Provided By Investing Activities   1,454,171    867,485 
           
CASH FLOWS FROM FINANCING ACTIVITIES          
Repayments on notes payable   (6,947,058)   (4,339,701)
Borrowings of notes payable   -    3,575,000 
Members’ distributions   (779,504)   (177,810)
Stockholders’ distributions   (119,207)   (42,004)
Net Cash Used In Financing Activities   (7,845,769)   (984,515)
           
NET CHANGE IN CASH AND CASH EQUIVALENTS   (2,305,187)   (3,328,930)
           
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD   17,551,850    18,650,798 
           
CASH AND CASH EQUIVALENTS, END OF PERIOD  $15,246,663   $15,321,868 

 

See Independent Accountants’ Review Report

The accompanying notes are an integral part of these consolidated financial statements.

 

5

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies

 

Nature of Business

 

Hansen & Adkins, Inc. (Hansen & Adkins) was formed in April 1994 to provide vehicle transportation and related services throughout the United States.

 

Basis of Accounting

 

The accompanying consolidated financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP).

 

Consolidation of Subsidiaries

 

These consolidated financial statements include the accounts of Hansen & Adkins, its wholly owned subsidiaries, Hansen & Adkins Auto Transport, Inc. (H&A Auto Transport) and Hansen & Adkins Auto Logistics, Inc. (H&A Auto Logistics), and Royal Truck Leasing, LLC (Royal), a variable interest entity (collectively, the Company). All significant intercompany balances and transactions have been eliminated in consolidation.

 

Use of Estimates and Assumptions

 

The preparation of the consolidated financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenue and expenses. Significant items subject to such estimates and assumptions include valuation of accounts receivable, the useful lives of property and equipment, accrued expenses, including damage claims, and accrued workers’ compensation. Actual results could differ from those estimates.

 

Cash and Cash Equivalents

 

For the purposes of the consolidated balance sheets and consolidated statements of cash flows, the Company considers cash on hand and all highly liquid debt instruments purchased with original maturities of three months or less to be cash and cash equivalents.

 

6

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Accounts Receivable

 

Accounts receivable are stated at the amount management expects to collect from outstanding balances at year-end. The Company extends credit to its customers in the ordinary course of business and mitigates related credit risk by actively pursuing past due accounts. The Company measures expected credit losses on a collective basis when similar characteristics exist using historical experience, current economic conditions, credit ratings, and other relevant factors in its credit estimation process and provides for probable uncollectible amounts through a charge to earnings and a credit to an allowance for credit losses based on its assessment.

 

Balances that are still outstanding after management has made reasonable collection efforts are written off through a charge to the allowance for credit losses and a credit to accounts receivable. The Company maintained an allowance for credit losses of $705,077 as of June 30, 2026 and $654,890 as of December 31, 2025. The Company recognized credit loss expenses of $113,000 and $910,000 during the six-month periods ended June 30, 2026 and 2025, respectively.

 

Management has elected the practical expedient to assume that current conditions as of June 30, 2026 remain unchanged for the remaining life of accounts receivable. Management has also elected the accounting policy to consider subsequent collection activity through October 23, 2026 when estimating expected credit losses. Accounts receivable collected prior to that date are excluded from the allowance for credit losses.

 

Concentration of Business and Credit Risk

 

The Company maintains its cash and cash equivalents at major financial institutions in deposit accounts insured by the Federal Deposit Insurance Corporation. At times, amounts may exceed federally insured limits. The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk.

 

The Company’s business is concentrated in the transportation of automobiles and related services; accordingly, its performance may be affected by industry trends.

 

Four and three customers accounted for approximately 68.7% and 53.4% of total revenue for the six-month periods ended June 30, 2026 and 2025, respectively. Four and three customers represented approximately 72.9% and 50.0% of total accounts receivable at June 30, 2026 and December 31, 2025, respectively.

 

7

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Property and Equipment

 

Property and equipment items are stated at cost. Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, which range from three to seven years. Leasehold improvements are amortized using the straight-line method over the shorter of their estimated useful lives or the lease term. Expenditures for maintenance and repairs are expensed as incurred, and expenditures that increase the value or productive capacity of assets are capitalized. When property and equipment are retired, sold, or otherwise disposed of, the asset’s carrying amount and related accumulated depreciation are removed from the accounts and any gain or loss is reflected in the consolidated statements of income.

 

Impairment of Long-Lived Assets

 

Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. Recoverability of assets is measured by comparison of the carrying amount of the asset to the net undiscounted future cash flows expected to be generated from the asset. If the future undiscounted cash flows are not sufficient to recover the carrying value of the asset, the asset’s carrying value is adjusted to fair value. To date, no impairment has been recorded.

 

Fair Value of Financial Instruments

 

Financial instruments primarily consist of accounts receivable, accounts payable, accrued expenses, and notes payable. The fair values of accounts receivable, accounts payable, and accrued expenses approximate their carrying amounts due to their short-term maturities. The carrying amounts of substantially all of the Company’s outstanding notes payable approximate fair value because their interest rates are based on variable reference rates or rates approximating those currently available to the Company for debt with similar terms.

 

Accrued Workers’ Compensation

 

The Company carries insurance policies to cover various risks, primarily general liability and workers’ compensation, under which the Company is liable to reimburse the insurance carrier for a portion of each claim paid. The Company is self-insured for the first $250,000 of each workers’ compensation claim. The Company has accrued a liability for all known claims, as well as those that are incurred but not reported.

 

8

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Revenue Recognition

 

The Company derives its revenue primarily from vehicle transportation and related services.

 

Revenue from contracts with customers is recognized over time as services are performed, as control is continuously transferred to the customer and the customer simultaneously receives and consumes the benefits of the services. Revenue is measured as the amount of total consideration the Company expects to receive in exchange for providing services.

 

A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is defined as the unit of account. For all contracts with customers, the Company contracts to provide distinct services for an established rate, such as transporting an automobile from a port of entry to a dealership. For contracts with multiple performance obligations, the transaction price is allocated to each performance obligation based on the relative standalone selling price of each distinct service. The relative standalone selling price of each distinct service is generally observable based on the terms of the contract. None of the Company’s contracts contain volume-based discounts.

 

The Company has a fuel surcharge revenue program in place with the majority of customers to recover the majority of fuel costs.

 

Contract assets relate to the Company’s right to payment for performance completed to date under a contract. Accounts receivable are recorded when the right to payment becomes unconditional.

 

Contract liabilities relate to payment received in advance of performance under a contract. The Company has no contract liabilities at June 30, 2026 and December 31, 2025.

 

A summary of accounts receivable is as follows:

 

   June 30,   June 30,   January 1,   January 1, 
   2026   2025   2026   2025 
                     
Accounts receivable, net  $28,811,492   $33,015,213   $25,241,990   $26,496,499 

 

9

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Revenue Recognition (Continued)

 

The following table presents disaggregated revenue recognized by geographic area:

 

   For the Six-Month Period Ended 
   June 30, 
   2026   2025 
         
North  $61,292,338   $59,888,407 
South   99,091,506    109,826,856 
   $160,383,844   $169,715,263 

 

Variable Interest Entities

 

Hansen & Adkins consolidates the assets, liabilities, and results of operations of variable interest entities (VIEs) for which it is the primary beneficiary. Hansen & Adkins has determined that Royal is a VIE for which it is the primary beneficiary and, accordingly, has consolidated Royal in its financial statements as of and for the six-month periods ended June 30, 2026 and 2025.

 

As a limited liability company (LLC), the members of Royal are not personally liable for the debts, obligations, or liabilities of Royal. The liabilities of Royal consolidated by Hansen & Adkins do not represent additional claims on Hansen & Adkins’ general assets; rather, they represent claims against specific assets of Royal. Likewise, the assets of Royal consolidated by Hansen & Adkins do not represent additional assets available to satisfy claims against Hansen & Adkins’ general liabilities.

 

Income Taxes

 

The Company’s stockholders have elected to be taxed as an S corporation for federal and state tax purposes and, as such, the income is taxed directly to the stockholders. There is a 1.5% California franchise tax charged at the corporate level. The Company operates in other state tax jurisdictions that may not recognize S corporation status, resulting in tax being assessed to the Company.

 

10

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Income Taxes (Continued)

 

Income taxes are not provided for Royal because, as an LLC, its taxable earnings or losses are reported by, and are the responsibility of, its individual members.

 

The Company recognizes the effect of income tax positions taken or expected to be taken in a tax return only if those positions are more likely than not to be sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

 

The Company’s income tax filings are subject to audit by various taxing authorities. The Company’s open audit periods are generally three and four years for federal and state tax filings, respectively.

 

Lease Arrangements

 

The Company determines if an arrangement contains a lease at inception based on whether the Company has the right to control the asset during the contract period and other facts and circumstances.

 

The Company’s policy for determining its lease discount rate used for measuring lease liabilities is to use the rate implicit in the lease whenever that rate is readily determinable. If the rate implicit in the lease is not readily determinable, then the Company has elected to use the risk-free discount rate, as permitted by U.S. GAAP, determined using a period comparable with that of the lease term.

 

The Company has elected a policy to account for short-term leases, defined as any lease with a term of 12 months or less, by recognizing all components of the lease payment in the consolidated statements of income in the period in which the obligation for payment is incurred.

 

The Company has evaluated all of its lease arrangements and determined that they meet the definition of short-term leases or are below its capitalization policy.

 

11

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Common Control Leasing Arrangements

 

The Company leases office facilities from Farquhar Investments, LLC (Farquhar), an entity under common control with the Company (see Note 8). The Company has elected the private-company accounting alternative under ASC 810 not to apply the VIE guidance to legal entities under common control that meet the applicable scope criteria. The election is applied to all current and future legal entities under common control that qualify for the alternative. Accordingly, the Company has not applied the variable interest entity guidance to Farquhar. The Company’s involvement with Farquhar includes the month-to-month leasing arrangement and the related note receivable described in Note 3. The lease is accounted for under the Company’s short-term lease policy election.

 

Insurance Financing Arrangements

 

The Company entered into various arrangements to finance certain business insurance premiums, which require payments of up to $316,994 and expire at various dates through June 2027. As of June 30, 2026 and December 31, 2025, amounts outstanding under these arrangements totaled $4,716,464 and $2,239,733, respectively, and are included in accrued expenses on the consolidated balance sheets.

 

Subsequent Events

 

Management has evaluated subsequent events from the date of the consolidated balance sheets through October 23, 2026, the date the consolidated financial statements were available to be issued.

 

On August 10, 2026, the Company entered into a definitive equity purchase agreement to be acquired by Proficient Auto Logistics, Inc. (NASDAQ: PAL). The transaction formally closed on August 14, 2026. Under the terms of the agreement, the upfront purchase price was approximately $130 million, which consisted of approximately $52 million in cash, $3 million in Proficient common stock, and the assumption of approximately $75 million in debt.

 

12

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 1 – Summary of Significant Accounting Policies (Continued)

 

Subsequent Events (Continued)

 

Additionally, the agreement includes a contingent earnout provision under which the Company’s former owners may receive up to approximately $22.1 million in additional consideration. The earnout is payable primarily in cash, with up to $2 million in Proficient common stock, contingent upon the achievement of specific near-term EBITDA targets. As a result of this transaction, the Company operates as a wholly owned subsidiary of Proficient Auto Logistics, Inc.

 

NOTE 2 – Prepaid Expenses and Other Current Assets

 

Prepaid expenses and other current assets consist of the following:

 

   June 30,   December 31, 
   2026   2025 
         
Prepaid insurance  $4,722,369   $2,505,319 
Other receivables   414,634    2,583,558 
Prepaid licenses and registrations   1,076,629    758,663 
Other   317,194    440,052 
           
   $6,530,826   $6,287,592 

 

13

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 3 – Notes Receivable

 

Notes receivable consist of the following:

 

   June 30,   December 31, 
   2026   2025 
Related Parties        
           
Noninterest-bearing notes receivable from Hansen & Adkins Canada, Ltd. (H&A Canada), a related entity that is owned by the owners of the Company, payable upon demand with repayment not expected in the near future  $2,512,919   $2,512,919 
           
Note receivable from Farquhar, a related entity that is owned by the owners of the Company, payable in monthly installments of $27,306, including interest at 6.00%, maturing in June 2035   2,543,976    2,368,607 
           
Notes receivable from a related entity that is owned by the owners of the Company, from the sale of equipment, payable in monthly installments, including interest at 7.7%, with maturities at various dates through September 2027   401,860    552,112 
           
Other          
           
Notes receivable from the sale of equipment, payable in monthly installments, including interest at rates ranging from 7.5% to 8.0%, with maturities at various dates through September 2027   239,542    295,537 
    5,698,297    5,729,175 
Less current portion   (899,076)   (908,327)
           
Noncurrent portion  $4,799,221   $4,820,848 

 

14

 

 

HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 4 – Property and Equipment

 

Property and equipment consist of the following:

 

   June 30,   December 31, 
   2026   2025 
         
Tractors and trailers  $125,754,394   $118,436,225 
Computer equipment   1,893,104    1,795,372 
Service cars and equipment   1,154,852    1,391,848 
Office furniture   254,694    254,694 
Buildings and leasehold improvements   794,769    794,769 
    129,851,813    122,672,908 
Less accumulated depreciation and amortization   (73,720,398)   (70,773,010)
    56,131,415    51,899,898 
Land   205,698    205,698 
           
   $56,337,113   $52,105,596 

 

Depreciation and amortization expense for the six-month periods ended June 30, 2026 and 2025 totaled $5,884,237 and $4,409,985, respectively.

 

NOTE 5 – Accrued Expenses

 

Accrued expenses consist of the following:

 

   June 30,   December 31, 
   2026   2025 
         
Damage and accident claims  $12,657,623   $14,232,367 
Workers’ compensation   2,003,763    2,045,473 
Payroll and related liabilities   5,613,948    4,247,712 
Insurance financing   4,716,464    2,239,733 
Owner operators’ escrow   1,374,493    1,527,438 
Health insurance   696,265    717,869 
Other   166,633    158,467 
           
   $27,229,189   $25,169,059 

 

NOTE 6 – Line of Credit

 

The Company entered into a line of credit agreement with a bank for borrowings of up to $20 million. Outstanding balances under this agreement bear interest at the Prime Rate. As of June 30, 2026 and December 31, 2025, there were no amounts outstanding under the line of credit; however, the Company had outstanding standby letters of credit of approximately $5,300,000. The agreement contains certain restrictive covenants and financial reporting requirements and was secured by substantially all of the Company’s assets. The Company was in compliance with these covenants as of June 30, 2026. This credit agreement matures in August 2028.

 

The agreement provides for two term loans, Term Loan A and Term Loan B, in addition to the line of credit, with maximum principal amounts of $6 million and $10 million, respectively. As of June 30, 2026, no amounts were outstanding under Term Loan A, while $7,075,000 was outstanding under Term Loan B. Interest rates on the term loans are determined based on criteria specified in the agreement.

 

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HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 7 – Notes Payable

 

Notes payable consist of the following:

 

   June 30,   December 31, 
   2026   2025 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $2,741 to $61,539, including interest between 5.05% to 7.80%, with maturities at various dates through March 2032  $11,309,996   $9,491,330 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments between $2,412 to $86,771, including interest at rates ranging from 2.66% to 7.27%, with maturities at various dates through June 2031   9,923,222    11,264,394 
           
Note payable (Term Loan B) to a financial institution, secured by substantially all assets of the Company, payable in monthly installments of $166,667 plus interest at 7.50%, and payable upon maturity in January 2030   7,075,000    8,075,000 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $12,310 to $100,000, including interest at rates ranging from 6.37% to 9.00%, with maturities at various dates through May 2031   17,886,687    19,937,086 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $7,353 to $38,291, including interest at rates ranging from 5.47% to 6.01%, with maturities at various dates through March 2032   9,047,308    6,956,394 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $2,046 to $4,832, including interest at rates ranging from 7.20% to 10.34%, with maturities at various dates through April 2030   506,831    570,491 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $28,824 to $37,195, including interest at rates ranging from 5.89% to 6.03%, with maturities at various dates through June 2032   3,408,433    1,293,729 
           
Notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments of $36,649, including interest at a rate of 5.87%, with a maturity date in May 2032   2,193,651    - 
           
Various notes payable to a financial institution, secured by related equipment of the noncontrolling interest, payable in monthly installments ranging from $2,168 to $32,485, including interest at rates ranging from 3.09% to 7.38%, with maturities at various dates through November 2030   4,612,908    5,308,207 
           
Various notes payable, secured by related equipment, payable in monthly installments ranging from $769 to $2,854, including interest at rates ranging from 2.90% to 10.99%, with maturities at various dates through December 2029   402,200    552,611 
    66,366,236    63,449,242 
           
Less current portion   (14,561,749)   (13,121,577)
Noncurrent portion  $51,804,487   $50,327,665 

 

Future maturities of the notes payable as of June 30, 2026 are as follows:

 

   Year Ending 
   June 30, 
     
2027  $14,561,749 
2028   15,163,163 
2029   14,592,635 
2030   12,504,137 
2031   7,178,201 
Thereafter   2,366,351 
   $66,366,236 

 

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HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 8 – Related-Party Transactions

 

Leasing Activities

 

The Company leases offices from Farquhar, a related party under common ownership, pursuant to a written month-to-month arrangement requiring monthly rental payments of $103,210. Related-party rental expense under this agreement was approximately $620,000 for the six-month periods ended June 30, 2026 and 2025.

 

Due from Stockholders

 

At June 30, 2026 and December 31, 2025, the Company has outstanding advances to stockholders totaling $634,240 and $633,830, respectively. The advances are noninterest-bearing, and repayment terms have not been established.

 

Notes Receivable from Related Parties

 

At June 30, 2026 and December 31, 2025, the Company has outstanding notes receivable from related parties (see Note 3).

 

NOTE 9 – Commitments and Contingencies

 

Operating Leases

 

In addition to its related-party leases, the Company also leases equipment and facilities under operating leases that are short-term in nature. Rental expense for the six-month periods ended June 30, 2026 and 2025 totaled $1,917,505 and $2,536,340, respectively.

 

Legal Proceedings

 

The Company may be subject to various legal proceedings and claims arising in the ordinary course of its business. While the ultimate outcome of these matters is difficult to predict, management recognizes any anticipated losses in excess of insurance limits as expense when they become both probable and reasonably estimable. Management believes that the ultimate resolution of these matters will not have a material adverse effect on the Company’s consolidated financial position or results of operations.

 

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HANSEN & ADKINS, INC. AND SUBSIDIARIES

 

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2026

 

NOTE 10 – Employee Benefit Plan

 

The Company offers a defined contribution employee benefit plan (the Plan) that includes a savings plan under Section 401(k) of the Internal Revenue Code. The Plan covers substantially all employees who have completed three months of consecutive service and are at least 21 years of age. Employees may contribute up to the maximum amount allowed by law, subject to certain Internal Revenue Service limitations. The Company makes a 25% matching contribution on employee contributions to the Plan and may also make discretionary profit-sharing contributions. Employees are immediately vested in their contributions and are vested over a period of five years for employer contributions. For the six-month periods ended June 30, 2026 and 2025, the Company contributed $554,211 and $466,444, respectively, to the Plan.

 

NOTE 11 – Supplemental Disclosures of Cash Flow Information

 

Cash paid for interest was $2,173,830 and $1,644,932 for the six-month periods ended June 30, 2026 and 2025, respectively.

 

Cash paid for state franchise taxes was $291,179 and $321,797 for the six-month periods ended June 30, 2026 and 2025, respectively.

 

Supplemental Schedule of Noncash Investing and Financing Activities

 

For the six-month periods ended June 30, 2026 and 2025, the Company sold equipment and vehicles in exchange for notes receivable totaling $110,000 and $64,859, respectively.

 

For the six-month periods ended June 30, 2026 and 2025, the Company financed $9,864,052 and $20,445,909 of equipment and vehicle purchases, respectively.

 

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