Proficient Auto Logistics Announces Pricing of Initial Public Offering

Proficient Auto Logistics, Inc. (NASDAQ: PAL) (the “Company”) today announced the pricing of its initial public offering 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 estimated offering expenses payable by the Company. All of the common stock is being offered by the Company. The underwriters will have a 30-day option to purchase up to an additional 2,149,999 shares of common stock from the Company. The shares are expected to begin trading on the Nasdaq Global Market on May 9, 2024 under the ticker symbol “PAL.” The offering is expected to close on May 13, 2024, subject to the closing of the Combinations (as described further below) and customary closing conditions.

Prior to the offering, the Company entered into agreements to acquire in multiple, separate acquisitions (the “Combinations”) five operating businesses and their respective affiliated entities, as applicable, operating under the following names: Delta Auto Transport, Inc, Deluxe Auto Carriers, Inc., Sierra Mountain Group, Inc., Proficient Auto Transport, Inc. and Tribeca Automotive Inc. (collectively, the “Founding Companies”). The net proceeds from the offering will be used to pay the cash portion of the consideration payable to the equity holders of the Founding Companies, expenses in connection with the Combinations and for general corporate purposes, which are expected to include working capital and future acquisitions. The Company will not close the acquisition of any of the Founding Companies unless the Company closes the acquisition of all the Founding Companies. Furthermore, the closing of the Combinations and the offering are conditioned on the closing of each other.

Stifel, Nicolaus & Company, Incorporated, Raymond James & Associates, Inc. and William Blair & Company, L.L.C. are acting as joint book-running managers.

A registration statement on Form S-1 relating to the offering of these securities was declared effective by the U.S. Securities and Exchange Commission on May 8, 2024. The offering is being made only by means of a prospectus. When available, copies of the final prospectus relating to the offering may be obtained from: Stifel, Nicolaus & Company, Incorporated, One South Street, 15th Floor, Baltimore, MD 21202, Attention: Syndicate Department, email: Syndprospectus@stifel.com; Raymond James & Associates, Inc., 880 Carillon Parkway, St. Petersburg, Florida 33716, Attention: Equity Syndicate, 1-800-248-8863, prospectus@raymondjames.com; William Blair & Company, L.L.C., Attention: Prospectus Department, 150 North Riverside Plaza, Chicago, IL 60606, by telephone at (800) 621-0687, or by email at prospectus@williamblair.com; or by visiting EDGAR on the SEC’s website at www.sec.gov.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Proficient Auto Logistics

We are a leading non-union, specialized freight company focused on providing auto transportation and logistics services. Formed in connection with this offering through the combination of five industry-leading operating companies, we will operate one of the largest auto transportation fleets in North America. We offer a broad range of auto transportation and logistics services, primarily focused on transporting finished vehicles from automotive production facilities, marine ports of entry, or regional rail yards to auto dealerships around the country.

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