NEW YORK, Sept. 19, 2023 /PRNewswire/ — Unique Logistics International, Inc. (OTCMKTS: UNQL) (“Unique” or the “Company”), a global logistics and freight forwarding company, today announced results for its fiscal year ended May 31, 2023.
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UNIQUE LOGISTICS INTERNATIONAL, INC. |
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Key Figures |
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(in millions) |
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For the Year Ended May 31 |
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2023 |
2022 |
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Revenue |
$ 325.6 |
$ 1,014.5 |
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Net Income |
8.2 |
3.5 |
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Adjusted EBITDA |
$ 12.1 |
$ 17.3 |
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May 31, 2023 |
May 31, 2022 |
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Total Assets |
$ 111.5 |
$ 124.9 |
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Total Stockholders’ Equity |
$ 17.6 |
$ 5.8 |
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134% Growth in Net Income Year Over Year
Chief Executive Officer Sunandan Ray commented on these results, “Fiscal year 2023 highlights the normalization of the air and ocean freight markets following the post pandemic surge experienced in the second half of 2022 and the early part of 2023. Declining freight rates, as well as shipping volumes throughout the market, had a significant impact on revenue for Unique and throughout the industry, particularly in the last quarter of the fiscal year. On the other hand, at normalized freight rates, Unique substantially increased its gross margin (or net revenue) from 4.2% in fiscal year 2022 to 11.1% in fiscal year 2023. This improvement, together with containment of overhead, resulted in the company achieving adjusted EBITDA of $12.1 million together with an increase in net income of 134%.”
“The outlook for the first quarter of fiscal year 2024 remains soft. However, through the loyalty of our customer base, including new customers added, business volumes are expected to grow from September 2023 onwards, which we anticipate will positively impact our second quarter.”
“The acquisitions we completed in February 2023 are also seeing business growth in the resurgent freight market. We look forward to reporting a full year of consolidated results in fiscal year 2024.”
Mr. Ray concluded: “We are excited to be one step closer to listing on Nasdaq through our previously announced business combination with Edify Acquisition Corp., which remains on track. We expect to move quickly towards executing our M&A strategy soon after the business combination is completed.”
On February 21, 2023, the Company completed the acquisition of share capital in eight operating subsidiaries from Unique Logistics Holdings Limited, a Hong Kong corporation. The Company’s consolidated financial statements prepared under US GAAP include the operations of acquired businesses from the date of the acquisitions. The following unaudited pro forma financial information represents a summary of the consolidated results of operations for the years ended May 31, 2023, and 2022, assuming the acquisitions had been completed as of June 1, 2021, the first day of the period presented. The proforma adjustments include the elimination of intercompany revenue and expense transactions. The pro forma financial information is not necessarily indicative of the results of operations that would have been achieved if the acquisitions had been effective as of these dates, or of future results.
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UNIQUE LOGISTICS INTERNATIONAL, INC. |
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Pro Forma Information (Unaudited) |
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(in millions) |
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For the Year Ended May 31 |
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2023 |
2022 |
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Revenue |
$ |
416.3 |
$ |
1,271.5 |
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Net Income |
11.7 |
26.1 |
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Adjusted EBITDA |
$ |
17.8 |
$ |
49.2 |
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Business Outlook
“Closing the acquisition of operating subsidiaries and affiliates of our former parent company was a seminal moment for Unique Logistics in 2023, further enhancing our growth trajectory,’ stated Mr. Ray. “The completion of the acquisitions marks a crucial advancement in our strategic roadmap to emerge as a top-tier supply chain and logistics service provider. These new additions will fortify our authority in the industry. This acquisition is anticipated to elevate our net revenue and substantially boost our Adjusted EBITDA. We look forward to increasing logistics services and trade among the countries of our Acquired Companies and Europe, Latin America, Canada, and Intra-Asia, further bolstering our market agility.”
Mr. Ray concluded, “We have made significant strides in expanding our position in the supply chain and logistics industry, demonstrating a clear commitment to our strategic plan, and continuing to scale as a prominent player. We are positioning ourselves to better meet the needs of our customers, realizing our vision of yielding significant benefits in revenue and service excellence. It’s an exciting time for the Unique team and a testament to our dedication to growth and excellence.”
About Unique Logistics International, Inc.
Unique Logistics International, Inc. (OTC Markets: UNQL) through its wholly owned operating subsidiaries, is a global logistics and freight forwarding company providing a range of international logistics services that enable its customers to outsource to the Company sections of their supply chain process. The services provided are seamlessly managed by its network of trained employees and integrated information systems. We enable our customers to share data regarding their international vendors and purchase orders with us, execute the flow of goods and information under their operating instructions, provide visibility to the flow of goods from factory to distribution center or store and when required, update their inventory records.
For more information on UNQL and its businesses, please visit www.unique-usa.com.
About Non-GAAP Financial Measures (Adjusted EBITDA)
We define adjusted EBITDA to be earnings before interest, taxes, depreciation and amortization and other non-recurring income or expenses.
Adjusted EBITDA is not a measurement of financial performance under GAAP and may not be comparable to other similarly titled measures of other companies. We present adjusted EBITDA because we believe that adjusted EBITDA is a useful supplement to net income as an indicator of operating performance. For this reason, we believe adjusted EBITDA will also be useful to others, including our stockholders, as a valuable financial metric.
Adjusted EBITDA should not be considered as an alternative to net income as an indicator of performance or as an alternative to cash flows from operating activities as an indicator of cash flows, in each case as determined in accordance with GAAP, or as a measure of liquidity. In addition, adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows. We do not intend the presentation of these non-GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with GAAP. These non-GAAP measures should be read only in conjunction with our condensed consolidated financial statements prepared in accordance with GAAP.
Cautionary Note Regarding Forward-Looking Statements
This press release includes express or implied statements that are not historical facts and are considered forward-looking within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. Forward-looking statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance and may contain projections of our future results of operations or of our financial information or state other forward-looking information. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words.
Although we believe that the expectations reflected in these forward-looking statements such as the growth in revenues, along with the statements under the heading Business Outlook are reasonable, these statements relate to future events or our future operational or financial performance and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Furthermore, actual results may differ materially from those described in the forward-looking statements and will be affected by a variety of risks and factors that are beyond our control, including, without limitation, statements about our future financial performance, including our revenue, cash flows, costs of revenue and operating expenses; our anticipated growth; our predictions about our industry; the impact of the COVID-19 pandemic on our business and our ability to attract, retain and cross-sell to clients. The forward-looking statements contained in this release are also subject to other risks and uncertainties, including those more fully described in our filings with the Securities and Exchange Commission (“SEC”), including in our Annual Report on Form 10-K for the fiscal year ended May 31, 2023. The forward-looking statements in this press release speak only as of the date on which the statements are made. We undertake no obligation to update, and expressly disclaim the obligation to update, any forward-looking statements made in this press release to reflect events or circumstances after the date of this press release or to reflect new information or the occurrence of unanticipated events, except as required by law.
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UNIQUE LOGISTICS INTERNATIONAL, INC. |
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CONSOLIDATED STATEMENTS OF OPERATIONS |
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For the Year |
For the Year |
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31-May-23 |
31-May-22 |
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Revenues: |
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Airfreight services |
$ |
80,971,563 |
$ |
499,024,643 |
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Ocean freight and ocean services |
181,432,206 |
446,977,162 |
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Contract logistics |
3,217,479 |
3,491,489 |
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Customs brokerage and other services |
59,997,244 |
64,993,386 |
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Total revenues |
325,618,492 |
1,014,486,680 |
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Equity method earnings |
136,656 |
– |
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Costs and operating expenses: |
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Airfreight services |
72,578,396 |
496,918,427 |
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Ocean freight and ocean services |
160,572,708 |
418,552,477 |
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Contract logistics |
1,045,680 |
1,771,415 |
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Customs brokerage and other services |
55,280,445 |
54,368,332 |
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Salaries and related costs |
15,378,957 |
11,736,610 |
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Professional fees |
1,261,899 |
1,079,819 |
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Rent and occupancy |
3,077,975 |
2,022,396 |
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Selling and promotion |
2,883,916 |
6,653,335 |
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Depreciation and amortization |
1,270,462 |
782,351 |
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Bad debt expense |
– |
2,541,676 |
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Other expense |
1,880,332 |
1,535,425 |
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Total costs and operating expenses |
315,230,770 |
997,962,263 |
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Income from operations |
10,524,378 |
16,524,417 |
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Other income (expenses) |
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Interest expense |
(3,836,511) |
(5,632,551) |
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Amortization of debt discount |
– |
(776,515) |
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Gain on forgiveness of promissory note |
– |
358,236 |
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Change in fair value of derivative liabilities |
879,733 |
(4,020,698) |
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Loss on extinguishment of convertible note |
– |
(564,037) |
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Change in fair value of contingent liabilities |
1,750,000 |
– |
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Other income |
285,951 |
60,000 |
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Total other income (expenses) |
(920,827) |
(10,575,565) |
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Net income before income taxes |
9,603,551 |
5,948,852 |
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Income tax expense |
1,388,983 |
2,414,298 |
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Net income |
8,214,568 |
3,534,554 |
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Deemed dividend |
– |
(4,565,725) |
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Net income (loss) before allocation to noncontrolling |
8,214,568 |
(1,031,171) |
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Noncontrolling interest |
(12,795) |
– |
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Net income (loss) attributable to for common |
$ |
8,201,773 |
$ |
(1,031,171) |
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UNIQUE LOGISTICS INTERNATIONAL, INC. |
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31-May-23 |
31-May-22 |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
$ |
6,744,238 |
$ |
1,422,393 |
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Accounts receivable, net |
41,402,435 |
74,746,036 |
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Contract assets |
2,886,779 |
30,970,581 |
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Other current assets and prepaids |
9,293,533 |
1,404,021 |
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Total current assets |
60,326,985 |
108,543,031 |
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Property and equipment, net |
609,785 |
188,889 |
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Other noncurrent assets: |
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Goodwill |
20,516,018 |
4,463,129 |
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Intangible assets, net |
12,865,093 |
7,337,704 |
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Equity-method investments |
3,381,683 |
– |
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Operating lease right-of-use assets, net |
10,269,516 |
2,408,098 |
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Deferred tax asset, net |
– |
942,748 |
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Deferred offering cost |
2,419,976 |
506,502 |
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Other noncurrent assets |
1,133,674 |
521,834 |
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Total other noncurrent assets |
50,585,960 |
16,180,015 |
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Total assets |
$ |
111,522,730 |
$ |
124,911,935 |
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Liabilities and Stockholders’ Equity |
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Current Liabilities: |
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Accounts payable |
$ |
25,132,388 |
$ |
49,028,862 |
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Accrued expenses and current liabilities |
8,594,947 |
5,666,159 |
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Accrued freight |
3,489,957 |
9,240,650 |
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Contract liabilities |
– |
468,209 |
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Revolving credit facility |
8,050,227 |
38,141,451 |
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Current portion of notes payable |
– |
608,333 |
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Current portion of notes payable to related parties |
4,801,310 |
301,308 |
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Current portion of notes payable |
4,801,310 |
301,308 |
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Current portion of operating lease liability |
2,379,774 |
912,618 |
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Total current liabilities |
52,448,603 |
104,367,590 |
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Noncurrent liabilities |
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Notes payable |
4,000,000 |
– |
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Notes payable to related parties, net of current portion |
8,750,000 |
397,968 |
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Operating lease liability, net of current portion |
8,212,445 |
1,593,873 |
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Derivative liabilities |
11,558,261 |
12,437,994 |
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Deferred tax liability, net |
4,405,442 |
– |
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Other noncurrent liabilities |
4,552,346 |
282,666 |
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Total noncurrent liabilities |
41,478,494 |
14,712,501 |
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Total liabilities |
93,927,097 |
119,080,091 |
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Commitments and contingencies |
– |
– |
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Stockholders’ Equity: |
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Preferred Stock, $.001 par value: 5,000,000 shares authorized |
|||||||
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Series A Convertible Preferred stock, $0.001 par value; |
120 |
130 |
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Series B Convertible Preferred stock, $0.001 par value; |
821 |
821 |
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Series C Convertible Preferred stock, $0.001 par value; 195, |
– |
– |
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Series D Convertible Preferred stock, $0.001 par value; 180 |
– |
– |
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Preferred stock, value |
|||||||
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Common stock, $0.001 par value; 800,000,000 shares |
799,142 |
687,197 |
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Additional paid-in capital |
180,220 |
292,155 |
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Accumulated other comprehensive income |
3,258 |
– |
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Retained earnings |
13,066,109 |
4,851,541 |
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Total Stockholders’ Equity attributable to common shareholder |
14,049,670 |
5,831,844 |
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Equity attributable to noncontrolling interests |
3,545,963 |
– |
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Total Stockholders’ Equity |
17,595,633 |
5,831,844 |
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Total Liabilities and Stockholders’ Equity |
$ |
111,522,730 |
$ |
124,911,935 |
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UNIQUE LOGISTICS INTERNATIONAL, INC. |
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For the Year Ended |
For the Year Ended |
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31-May-23 |
31-May-22 |
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Net income (loss) available to common |
$ |
8,201,773 |
$ |
(1,031,171) |
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Add Back: |
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Deemed dividend |
– |
4,565,725 |
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Income tax expense |
1,388,983 |
2,414,298 |
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Depreciation and amortization |
1,270,462 |
782,351 |
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Gain (loss) on forgiveness of promissory notes |
– |
(358,236) |
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Gain (loss) on extinguishment of convertible |
– |
564,037 |
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Change in fair value of derivative liability |
(879,733) |
4,020,698 |
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Change in fair value of contingent liability |
(1,750,000) |
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Factoring fees |
– |
27,000 |
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Interest expense (including accretion of debt |
3,836,511 |
6,349,067 |
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Noncontrolling interest income (loss) |
(12,795) |
– |
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Adjusted EBITDA |
$ |
12,055,201 |
$ |
17,333,769 |
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SOURCE Unique Logistics International, Inc.
