Toppoint (TOPP) Registration Filing summary

Company overview and business model

• Provides truckload services focused on the recycling export supply chain, with a leading market share in waste paper export drayage in New Jersey and Pennsylvania ports.

• Diversifies offerings to include scrap metal, wood products, import container delivery, and logistics brokerage for plastics and other commodities.

• Operates a scalable brokerage model supporting owner-operators, with a fleet of 86 trucks and about 100 independent contractor drivers as of the prospectus date.

• Client base includes Fortune 500 waste companies and over 280 recycling centers and commodity traders across nearly 2,300 locations.

• Expanding geographically into Florida, Maryland, Mexico, and planning further international growth in Canada, the UK, and Australia.

Financial performance and metrics

• 2023 revenue: $18.0M (down 16% from 2022); net income: $542K (down 68% from 2022).

• For the nine months ended September 30, 2024: revenue $12.2M (down 15% YoY); net income $228K (down 52% YoY).

• Gross profit margin decreased from 23% in 2022 to 15% in 2023, reflecting lower rates and higher cost ratios.

• Cash as of September 30, 2024: $1.23M; total assets: $4.89M; total liabilities: $2.29M; shareholders’ equity: $2.59M.

• Key performance indicator: Number of Loads Completed (NLC) declined 11% in 2023 and 9% for the first nine months of 2024, mainly due to reduced waste paper export volumes.

Use of proceeds and capital allocation

• Net proceeds of ~$8.28M (assuming $4.00/share IPO price) to be allocated: 60% for geographic expansion and acquisitions, 20% for physical and IT infrastructure, 10% for sales/marketing, 10% for working capital and corporate purposes.

• Management has broad discretion over use of proceeds; funds may be invested in short-term, interest-bearing securities pending deployment.