EX-99.1 4 wern-20260127ex991.htm EX-99.1 wern-20260127ex991
INDEPENDENT AUDITOR’S REPORT To the Board of Directors of FirstEnterprises, Inc. Opinion We have audited the accompanying consolidated financial statements of FirstEnterprises, Inc. and subsidiaries which comprise the consolidated balance sheet as of March 30, 2025, and the related consolidated statements of income, changes in stockholders’ equity, and cash flows for the year then ended, and the related notes to the consolidated financial statements. In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial position of FirstEnterprises, Inc. and subsidiaries as of March 30, 2025, and the results of its operations and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. Basis for Opinion We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audits of the Financial Statements section of our report. We are required to be independent of FirstEnterprises, Inc. and to meet our other ethical responsibilities in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Responsibilities of Management for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for 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. In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about FirstEnterprises, Inc.’s ability to continue as a going concern within one year after the date that the consolidated financial statements are available to be issued. Exhibit 99.1 -2- Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements, including omissions, are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the consolidated financial statements. In performing an audit in accordance with generally accepted auditing standards, we: • Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of FirstEnterprises, Inc.’s internal control. Accordingly, no such opinion is expressed. • Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements. • Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about FirstEnterprises, Inc.’s ability to continue as a going concern for a reasonable period of time. We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control related matters that we identified during the audit. /s/ Carr, Riggs & Ingram, LLC Cookeville, Tennessee April 13, 2026 FirstEnterprises, Inc. Consolidated Balance Sheet The accompanying notes are an integral part of these consolidated financial statements. - 3 - March 30, 2025 Assets Current assets Cash and cash equivalents 903$ Accounts receivable, net 77,516,803 Other current assets 10,171,376 Total current assets 87,689,082 Property and equipment, net 124,015,183 Finance lease right-of-use assets, net 92,195,375 Operating lease right-of-use assets, net 94,019,895 Other assets 9,794,921 Total assets 407,714,456$ Liabilities and Stockholders' Equity Current liabilities Accounts payable 9,239,181$ Accrued expenses 14,251,184 Claims and insurance accruals 33,505,153 Current maturities of operating lease liabilities 36,263,653 Current maturities of finance lease liabilities 27,864,440 Total current liabilities 121,123,611 Note payable 3,821,570 Deferred tax liability 12,046,000 Operating lease liabilities, less current maturities 58,902,105 Finance lease liabilities, less current maturities 51,574,012 Other liabilities 14,121,364 Total liabilities 261,588,662 Stockholders' equity Common stock - no par value, 200,000 shares authorized, 10,100 shares issued and 10,000 shares outstanding 200 Treasury stock, 100 shares at cost (14,000,000) Retained earnings 156,758,337 Noncontrolling interest 3,367,257 Total stockholders' equity 146,125,794 Total liabilities and stockholders' equity 407,714,456$ FirstEnterprises, Inc. Consolidated Statement of Income The accompanying notes are an integral part of these consolidated financial statements. - 4 - March 30, For the year ended 2025 Revenue 631,981,405$ Operating expenses Wages and benefits 270,335,947 Fuel and operating supplies 144,088,719 Claims and insurance 78,378,786 Depreciation and amortization 44,620,961 Gains on disposals of property and equipment (2,075,820) Rent and lease expense 47,399,266 General supplies and other operating expenses 11,393,566 Operating taxes and licenses 8,942,671 Purchased transportation 7,673,079 Communications and utilities 4,767,716 Total operating expenses 615,524,891 Operating profit 16,456,514 Other income (expense) Interest expense (3,447,166) Income before income taxes 13,009,348 Provision for income taxes 2,517,800 Net income 10,491,548 Less net income attributable to noncontrolling interest (2,828,094) Net income attributable to FirstEnterprises, Inc. 7,663,454$


 
FirstEnterprises, Inc. Consolidated Statement of Changes in Stockholders’ Equity The accompanying notes are an integral part of these consolidated financial statements. - 5 - Common Treasury Retained Noncontrolling Stock Stock Earnings Interest Total Balance at March 31, 2024 200$ (14,000,000)$ 149,094,883$ 4,724,416$ 139,819,499$ Distributions to noncontrolling interest - - - (4,185,253) (4,185,253) Net income - - 7,663,454 2,828,094 10,491,548 Balance at March 30, 2025 200$ (14,000,000)$ 156,758,337$ 3,367,257$ 146,125,794$ For the year ended March 30, 2025 FirstEnterprises, Inc. Consolidated Statement of Cash Flows The accompanying notes are an integral part of these consolidated financial statements. - 6 - March 30, For the year ended 2025 Operating Activities Net income 10,491,548$ Adjustments to reconcile net income to net cash and cash equivalents provided by operating activities: Depreciation and amortization 44,620,961 Amortization of operating lease right-of-use assets 35,228,185 Provision for credit losses (832,000) Gain on equipment disposal (2,075,820) Deferred tax expense (3,332,000) Changes in operating assets and liabilities: Accounts receivable 8,333,967 Other current assets 2,221,298 Accounts payable (524,395) Accrued expenses (1,839,879) Claims and insurance accruals 7,085,136 Operating lease liabilities (34,650,929) Other liabilities 2,419,021 Net cash provided by operating activities 67,145,093 Investing Activities Purchases of property and equipment (33,062,109) Proceeds from sale of equipment 15,902,736 Change in other assets (674,435) Net cash used in investing activities (17,833,808) Financing Activities Distributions to noncontrolling interest (4,185,253) Paydowns on credit agreement (204,055,369) Draws on credit agreement 187,740,971 Principal payments on finance lease liabilities (28,822,881) Net cash used in financing activities (49,322,532) Net change in cash and cash equivalents (11,247) Cash and cash equivalents at beginning of year 12,150 Cash and cash equivalents at end of year 903$ (Continued) FirstEnterprises, Inc. Consolidated Statement of Cash Flows (Continued) The accompanying notes are an integral part of these consolidated financial statements. - 7 - March 30, For the year ended 2025 Supplemental disclosures of cash flow information: Cash paid during the year for: Interest 3,447,166$ Income taxes 6,848,887$ Supplemental disclosures of non-cash transactions: Lease liabilities arising from obtaining right-of-use assets Operating leases 17,306,791$ FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 8 - Note 1: DESCRIPTION OF THE BUSINESS FirstEnterprises, Inc. and its subsidiaries (collectively, the “Company”) is primarily engaged in the business of providing transportation and supply chain management. FirstFleet, Inc., Interactive Logistics, Inc. and FirstFinance and Properties, Inc. are all wholly owned subsidiaries of FirstEnterprises, Inc. FirstFleet, Inc. is a contract carrier which provides transportation services under contract with various shippers. The freight is primarily moved by company operated equipment; however, the Company contracts with other carriers to transport a portion of the freight. Interactive Logistics, Inc. provides brokerage services within the transportation industry. FirstFinance and Properties, Inc. owns all of the voting units of First Enterprise Properties, LLC which provides facilities for lease to FirstFleet, Inc. The non-voting units of First Enterprise Properties, LLC are held by a related party and are recorded as a noncontrolling interest in the accompanying consolidated financial statements. Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements include the accounts of FirstEnterprises, Inc., its wholly-owned subsidiaries, and a real estate partnership (see Note 1). The Company consolidates an entity if the Company has a controlling financial interest in the entity. All significant intercompany balances and transactions have been eliminated. The Company accounts for noncontrolling interest in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805, Business Combinations. The Company reports noncontrolling interests in subsidiaries as equity in the consolidated financial statements, and discloses separately income or loss attributable to controlling and noncontrolling interests. 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). The Financial Accounting Standards Board (FASB) provides authoritative guidance regarding U.S. GAAP through the Accounting Standards Codification (ASC) and related Accounting Standards Updates (ASUs). Fiscal Year The Company’s fiscal year ends on the closest Sunday on or before March 31. The year ended March 30, 2025 consisted of 52 weeks.


 
FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 9 - Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Use of Estimates The preparation of U.S. GAAP financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Estimates that are particularly susceptible to significant change in the near term are related to the valuation of self-insurance claims, litigation claims and the allowance for credit losses. Cash and Cash Equivalents Cash and cash equivalents include cash and all highly-liquid debt instruments with an original maturity of 90 days or less. Accounts Receivable Accounts receivable represent amounts owed to the Company which are expected to be collected within twelve months and are presented in the consolidated balance sheet net of the allowance for credit losses. Allowance for Credit Losses Management evaluates its receivables on an ongoing basis by analyzing customer relationships and previous payment histories. The allowance for credit losses is management’s best estimate of the amount of probable credit losses in the existing accounts based on current market conditions. Historically, losses on uncollectible accounts have been within management’s expectations. The allowance for credit losses is reviewed on a periodic basis to ensure there is sufficient reserve to cover any potential credit losses. When receivables are considered uncollectible, they are charged against the allowance for credit losses. Collections on accounts previously written off are included in income as received. The allowance for credit losses was $948,991 at March 30, 2025. Other Current Assets Other current assets include prepaid expenses, refundable income taxes, tires, fuel and parts inventories. Property and Equipment Land is carried at cost and all other property and equipment is stated at cost less accumulated depreciation. Expenditures for additions, major renewals, and betterments are capitalized and repairs and maintenance are charged to operations as incurred. Depreciation expense is recognized over the estimated useful lives of the property and equipment using the straight-line method. FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 10 - Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Property and Equipment (Continued) Leasehold improvements are amortized over the shorter of the estimated useful life or remaining term of the lease. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. If the future undiscounted cash flows expected to result from the use of the asset and its eventual disposition are less than the carrying amount of the asset, an impairment loss is recognized. Long-lived assets and certain intangible assets to be disposed of are reported at the lower of carrying amount or fair value less costs to sell. Claims and Insurance Accruals Claims and insurance accruals, both current and long-term, reflect the estimated total settlement costs of claims for workers’ compensation, health, cargo loss and damage, vehicle liability and physical damage. The Company is primarily self-insured for these losses and related liabilities but does carry insurance with third-party insurance carriers. Management periodically reviews the Company’s risk exposure and insurance coverage applicable to those risks and believes that sufficient insurance coverage is maintained. These costs are included in claims and insurance expense, except for workers’ compensation, which is included in wages and benefits. The liabilities are included in claims and insurance reserves based on estimates of claims incurred. Liabilities for unsettled claims and claims incurred but not yet reported are actuarially determined with respect to workers’ compensation, health and vehicle liability claims as of March 30, 2025. Liabilities for all other coverages are estimated based on management’s evaluation of the nature and severity of individual claims and past experience. The Company’s liability for claims and insurance totaled $41,375,153 at March 30, 2025. The long-term portions of these reserves was $7,870,000 at March 30, 2025 and are included in “Other liabilities” on the accompanying consolidated balance sheet. Revenue Recognition The Company recognizes revenue based upon when transportation and related services have been completed in accordance with the bill of lading (“BOL”) and contractual agreements with customers. Generally, performance obligations begin when the Company receives a BOL or an order from a customer and are satisfied when the delivery of a shipment is completed. FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 11 - Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Revenue Recognition (Continued) Revenue is recognized for performance obligations under customer contracts at a point in time in accordance with the Accounting Standards Codification (“ASC”) 606. The average transit time to complete a shipment is substantially less than 24 hours. Billing for transportation services normally occurs after completion of the service and payment is generally due within 45 days after the invoice date. Income Taxes Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between carrying amounts for financial reporting purposes and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, reduces deferred tax assets to the amount expected to be realized. The consolidated tax provision of the controlled group is allocated to the members based on their respective share of pretax income. Tax positions are recognized only if it is "more likely than not" that the tax position would be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is the largest amount that is greater than 50% likely of being realized on examination. For tax positions not meeting the "more likely than not" test, no tax position is recorded. The Company is subject to routine audits by taxing jurisdictions. The Company is currently open to audit under the statute of limitations by the Internal Revenue Service for the years ended March 31, 2022 through 2025. The Company files multiple state tax returns with varying statutes of limitations. Interest Interest costs are charged to expense as incurred. Leases The Company leases certain equipment under noncancelable leases. The Company determines if a contract or arrangement contains a lease at inception. Leases are classified as finance or operating, with the classification affecting the pattern and classification of expense recognition over the lease term. A lease is classified as a finance lease if any of the following criteria are met: (i) ownership of the underlying asset transfers to the Company by the end of the lease term; (ii) the lease contains an option to purchase the underlying asset that the Company is reasonably expected to exercise; (iii) the lease term is for a major part of the remaining economic life of the underlying asset; (iv) the present value of the sum of lease payments and any residual value guaranteed by the Company equals or exceeds substantially all of the fair value of the underlying asset; or (v) the underlying asset is of a specialized nature that it is expected to have no alternative use to the lessor at the end of the lease FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 12 - Note 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued) Leases (Continued) term. A lease that does not meet any of the criteria to be classified as a finance lease is classified as an operating lease. Operating leases are included in operating lease right-of-use (ROU) assets and operating lease liabilities in the consolidated balance sheet. Finance leases are included in finance lease right-of-use (ROU) assets and finance lease liabilities in the consolidated balance sheet. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. Management uses a risk-free rate or the implied interest rate within the lease based on the information available at the commencement date in determining the present value of lease payments for operating and finance ROU assets. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Lease terms may include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Subsequent Events Management has evaluated subsequent events through the date that the consolidated financial statements were available to be issued, April 13, 2026. See Note 11 for relevant disclosures. No subsequent events occurring after this date have been evaluated for inclusion in these consolidated financial statements. Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which is often referred to as the CECL model, or current expected credit losses. Among other things, the amendments in the ASU require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. In addition, the ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. The Company adopted ASU 2016- 13 on March 27, 2023. The impact of the adoption was not considered material to the consolidated financial statements and primarily resulted in enhanced disclosures only.


 
FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 13 - Note 3: CONCENTRATIONS Revenue from four customers represents approximately 88% of total revenue for the year ended March 30, 2025. At March 30, 2025, the Company had approximately 86% of its accounts receivable due from four customers. To reduce risk, the Company routinely assesses the financial strength of its customers and, as a consequence, believes that its accounts receivable credit risk exposure is limited. Note 4: PROPERTY AND EQUIPMENT The components of property and equipment at March 30, 2025, are as follows: Estimated Useful March 30, Lives (in years) 2025 Land 7,560,915$ Buildings and improvements 5-30 30,491,738 Revenue equipment 5-12 208,155,298 Equipment 3-8 6,865,122 Construction in progress 696,105 253,769,178 Less: accumulated depreciation (129,753,995) Total 124,015,183$ Depreciation expense for the year ended March 30, 2025 approximated $29,975,000. Note 5: ACCRUED EXPENSES The components of accrued expenses at March 30, 2025 are as follows: March 30, 2025 Accrued salaries and wages 12,127,614$ Accrued income taxes 363,241 Other accrued taxes 1,760,329 14,251,184$ FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 14 - Note 6: NOTE PAYABLE The Company has a credit agreement with a financial institution which was amended and extended subsequent to year end. The maximum commitment on the credit agreement is $55,000,000 or less depending on the calculated borrowing base for the year ended March 30, 2025. The total committed balance under the credit agreement is calculated by combining line of credit borrowings and irrevocable letters of credit issued. The credit agreement bears interest at 5.6% as of March 30, 2025 and is secured by accounts receivable, certain equipment and cash accounts of the Company. The outstanding balance as of March 30, 2025 was $3,821,570. The current credit agreement now expires on October 28, 2028. The remaining unfunded portion of the current borrowing base set forth in the credit agreement at March 30, 2025 was approximately $24,872,000. Certain financial covenants are imposed by the credit agreement. The Company is in compliance with all of the financial covenants. Annual maturities of the note payable are as follows: For the years ending March 30, 2026 -$ 2027 - 2028 - 2029 3,821,570 Total 3,821,570 Less current maturities - Note payable balance 3,821,570$ Note 7: COMMITMENTS AND CONTINGENCIES Lease Commitments The Company has various property and equipment leases which expire at various dates through November 2030. The components of total lease cost were as follows for the year ended March 30, 2025: March 30, For the year ended 2025 Operating lease cost 43,928,009$ Short-term lease cost 3,471,257$ Finance lease cost Amortization of right-of-use asset 14,645,766$ Interest on lease liabilities 2,574,929 Total finance lease cost 17,220,695$ FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 15 - Note 7: COMMITMENTS AND CONTINGENCIES (Continued) The following table shows supplemental information related to leases for the year ended March 30, 2025: March 30, For the year ended 2025 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 34,650,929$ Operating cash flows from finance leases 17,220,695$ Financing cash flows from finance leases 28,822,881$ The following table shows the weighted average lease term and weighted average discount rate related to leases as of March 30, 2025: March 30, For the year ended 2025 Weighted average remaining lease term Operating leases 2.5 years Finance leases 2.1 years Weighted average discount rate Operating leases 4.29% Finance leases 2.83% Future minimum lease payments under non-cancellable leases as of March 30, 2025, were as follows: Operating Finance For the years ending March 30, Leases Leases 2026 39,530,835$ 29,393,421$ 2027 34,163,604 26,980,372 2028 18,615,337 12,557,623 2029 7,105,805 7,478,301 2030 2,194,429 4,520,969 Thereafter - 5,098,649 Total future minimum lease payments 101,610,010 86,029,335 Less imputed interest (6,444,252) (6,590,883) Present value of lease liabilities 95,165,758 79,438,452 Less current maturities (36,263,653) (27,864,440) Lease liabilities 58,902,105$ 51,574,012$ FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 16 - Note 7: COMMITMENTS AND CONTINGENCIES (Continued) The Company has established various irrevocable letters of credit with the beneficiaries being various insurance companies. Letters of credit outstanding at March 30, 2025 were $26,306,000. The Company is subject to legal proceedings and claims that arise in the ordinary course of its business. Some of these may be covered in whole or in part by insurance. Management believes that adequate provisions for resolution of all contingencies, claims and pending litigation have been made for probable and estimable losses and that the ultimate outcome of these actions will not have a material adverse effect on the consolidated financial position of the Company. Note 8: INCOME TAXES The Company’s provision for income taxes consists of the following: March 30, For the year ended 2025 Current tax expense Federal 4,713,200$ State 1,136,600 5,849,800 Deferred tax expense Federal (2,693,000) State (639,000) (3,332,000) Total 2,517,800$ The provision for income taxes differs from that computed by applying federal and state statutory rates to income before income tax expense due to income from First Enterprise Properties, LLC not being subject to federal income tax. The components of the net deferred tax liability are as follows: March 30, 2025 Allowance for credit losses 240,000$ Financial statement reserves not deductible 57,662,000 Depreciation of property and equipment (69,948,000) Net deferred tax liability (12,046,000)$


 
FirstEnterprises, Inc. Notes to Consolidated Financial Statements - 17 - Note 8: INCOME TAXES (Continued) Valuation Allowance on Deferred Tax Asset Realization of deferred tax assets is dependent upon generating sufficient taxable income prior to their expiration. Management anticipates full realization of the deferred tax assets, therefore, no valuation allowance has been recorded at March 30, 2025. Note 9: DEFERRED COMPENSATION PLAN The Company has salary deferral agreements covering certain employees. The total deferred salary payable under these agreements was $6,251,364 for the year ended March 30, 2025, and these agreements are primarily funded by life insurance policies. Deferred compensation expense was approximately $313,000 for the year ended March 30, 2025. The deferred salary payable is included in other liabilities in the consolidated balance sheet. Note 10: EMPLOYEE BENEFIT PLAN The Company sponsors a 401(k) plan that covers all employees with 30 days of service that have attained the age of 21. Covered employees make elective salary deferrals subject to the limitations set forth by law. The Company matches a portion of the employee deferrals. The Company expensed contributions to the plan in the amount of $1,138,000 for the year ended March 30, 2025. Note 11: SUBSEQUENT EVENT On January 27, 2026, the Company’s stockholders agreed to the acquisition of the Company through entry into a Stock Purchase Agreement and a Real Estate Purchase Agreement with Werner Enterprises, Inc. The aggregate purchase price was approximately $283 million, which includes an earnout payment not to exceed $35 million. The acquisition of the Company was completed on January 27, 2026, pursuant to the terms of the Stock Purchase Agreement and Real Estate Purchase Agreement.