Providing a Platform to Profit

from an Online World

December 2013

Opportunity
As more and more insurance is purchased online, how
do you
Profit from this increasing trend to an online world?
Minimize and hedge the risk of your existing investments
in the traditional Agent-MGA-Carrier model of
distribution?
Capitalize on this business model to distribute profitable
programs and cherry-pick the low-risk, high reward
products for a captive insurance company, the best
investment and tax-advantaged entity available for
accumulating and reinvesting capital.
2

Online is Key
Distributing insurance online is a key way to both cut
prices and generate favorable returns.
Insurers will likely benefit from the continued rise in internet sales as firms establish strong online
presences similar to discount retailers Geico and Progressive. This trend is important because these
firms can sell products at lower rates and still generate favorable returns due to the low-cost
nature of online sales, since they do not have to pay commissions and wages to brokers and
agents.
(Source: IBISWorld Industry Report, Property, Casualty, and Direct Insurance in the US," December
2011)

Our competitors have channel conflict, whereas we do

not. This is a major advantage to our model.
Customers are moving online, but insurers risk alienating their agents if they develop direct
distribution channels. Agents fear that the Internet will cannibalize their sales Agent fear of the
Web has dissuaded several North American and European insurers from fully embracing eBusiness
for either quotations or full online sales.
(Source: Forrester, How to Develop An Effective Multichannel Insurance Distribution Strategy, June
8, 2009)

Auto Insurance is a Harbinger of the Future

The rapid move to online distribution of car insurance is a
precursor of a general industry trend of moving online

(Source: McKinsey & Company, Journey III: The Next Frontier in Property & Casualty Insurance," January 2011)

Industry Experts feel that within the next 10 years, a majority of

small and medium sized insurance policies (both personal and
business) will be purchased online.
4

What Makes a Good Online Insurance Product?

1.

Low to Moderate Average Sales Price. Currently, customers are comfortable spending $25

2.

The Insurance Policy is purchased because it is compulsory and buyer also needs
insurance for compliance. Car and homeowners insurance (Geico and Progressive), Business

to $2,500 on automated, online insurance sites without having actual contact with customer
relationship/sales personnel. Higher purchase price is still a trust sale. However, with the long
term trend towards more computer savvy users, online insurance purchasing will only grow. As
more and more Generation X and the Millennials move into the workforce, purchasing online is
second-nature to these demographics.

Owners Policies Hiscox system in U.K. and recent roll-out in United States)--Special Event Liability
Insurance (i.e. DirectEventInsurance, EventHelper), etc.

3.

Traditional insurance distribution chain adding very little value to policy holder.

4.

Underwriting and Pricing of the Product lends itself to standardized in-the-box,

rules-based rater and issuance. Anticipate 10% to 20% of submissions will have exceptions

Products are easy to understand. Independent agents and brokers are not providing consultative
selling or hand-holding advice in the traditional model. The majority of customer service issues
and policy administration is easily transacted online by policyholder. COI issuance, change of
address, and billing updated through online system. Online chat capability and IVR phone system
are necessary as well as intuitive online GUI.

that are kicked out of the system for applying actual judgment, discernment, and humanunderwriting review.

Case Study:
Event Insurance
Brand launched and listed in top ten on Google for the
Event Insurance search term.
Operation hit cash-flow break-even in less than 18
months.
Second site iteration deployed as we have increased
automation and marketing sophistication.
$270,000 in revenue YTD 2013 and more than $900,000 in
premium. Budgeted to grow to more than $1,000,000 in
net revenue over next three years.
6

Current Excess Motor Truck Cargo Insurance

Profitable but Low-Margin product in the traditional
distribution model.
Shipper /
Trucking Co

Independent
Agent

Wholesaler

Carrier

Reinsurance

Commodity Product at the Primary Layer. Motor Truck Cargo is

profitable with average premium $600 per power unit per year

One-time shipment/trip increased limits--$500 minimum

premium because of carriers processing cost.
Time-sensitivity and low profit margin for agent, wholesaler,
and carrier eventually results in policyholder dissatisfaction, not
better customer service or increased business

Excess Motor Truck Cargo Can be a

Highly-Profitable Product in Our Platform
Rather than distribute through independent retail agents,
have referrals through 3rd party logistics and shipment
companies.
Drive down the expense of processing by online
underwriting, automatic policy issuance, and removing
the conflict of interest between retail agent and risk
bearer.
Access America is Upload Freights first 3PL partner
8

 Third-party logistics provider of transportation

services and freight forwarding.
Founded in 2002, Company has over $350 million
in revenue, database of over 500,000 approved
carriers.
Currently ranked #9 on Forbess Americas Most
Promising Companies list.
9

Access America = Added Protection

Insurance Risk Drastically Reduced over Traditional Agent-Wholesaler Sourced Motor

Truck Cargo Accounts because conflict-of-interest removed and policyholder
information always online and up to date

To become an Approved carrier for Access America Transport, Carrier must provide
and meet internal and external requirements that provide us with pre-screened,
underwritten accounts.
Carriers Must Pass Access Americas Internal Risk Review including Credit Worthiness and Safety Record.
Provide your MC/MX# or DOT# to begin registration. Intrastate carriers without a DOT# may provide an applicable state registration
number to begin registration.
Provide a Carrier Contact that is authorized to enter into and bind your company to Access America Transport's Agreement.
Complete Carrier Profile.
Submit Trade References.

Carriers are required to meet the following Access America Transport Carrier Compliance Requirements:
Safety Rating must be Satisfactory (Conditional Carriers can complete a Corrective Action Plan online.)
Meet the Access America Transport CSA minimum requirements.
All Carriers must have appropriate Federal, State, or Provincial Authority.
Financially stable.

In addition, Access America Transport keeps all its carriers insurance information and
SAFER scores online.
Supply information about your current insurance producer (agent). Provide a Certificate of Insurance that meets the insurance minimum
requirements below. Certificates must be submitted from your insurance producer (agent);
$100,000 Cargo Coverage
$1,000,000 Auto Coverage
If RMIS does not already have a copy of your certificate on file, we will request one for you from your insurance agent (producer) but we
can not accept certificates from you directly

10

Product Overview
Trip specific, Excess Limit $150k and $400k Motor
Truck Cargo Insurance.
Follow Form Policy

Hi-risk Commodities Excluded

Distribution through 3PLs allows win-win-win
relationships between 3PL, their shippers, and their
common and contract carriers.
Additional Exclusion for Theft if Driver currently
indicted or previously convicted of felony.
11

Site
Design

12

Projected Financial Performance

Gross Written Premium

Net Revenue
Earnings Before Tax
Net Income

2014
2,268,036
453,607
16,502
10,726

2015
7,625,893
1,525,179
890,645
578,919

2016
12,744,643
2,548,929
1,718,420
1,116,973

13

Risks and Mitigants

Upload Freight Incurres Shock-Loss within first 12 24 months of Program
Mitigant

Primary Coverage effectively provides $100,000

deductable

Mitigant

Cargo Theft Exposure limited through policy,

underwriting, and partner screening

Mitigant

Good credit risk and low liquidity risk. Operation

sufficiently capitalized and business model does not
relay on contingency income.

Early Stage Company

The Companys operations, strategy, and team are still in the early
stages of their life cycle.
Mitigant

Majority owners are serial entrepreneurs with

proven track record of producing returns for their
investors.
-Licensed and ready to generate revenue. Frontline
Underwriters tribunalized. Helios Insurance Group
licensed as retail broker in all 50 states and MGA
license in State of Texas. Excess and Surplus lines
licenses in TX and MS.
-Back-end system developed, First 3PL Distribution
Partner Signed Up, Experienced underwriters on
staff, and will generate revenue day one.

Mitigant

Company has an experienced team that has

successfully built similar insurance operations.

Mitigant

Strategic partner discussions with large, established

industry players to distribute their products and to
co-develop proprietary products:
$10 MM nationwide retail agency
$500 MM distribution chain
$10 B specialty commercial insurance company
Specialty insurance company rated A+ by A.M.
Best
Specialty marketing, underwriting, and claims
company rated A- by A.M. Best
$10 MM middle market MGA
Regional $40 MM MGU, Carrier, and TPA.
14

New Distribution Model with Low Average Selling

Price
For us to have a systematic competitive advantage, we need to
profitably sell enough online excess cargo premium to be
significant to our partners
Mitigant

Underwriting Motor Truck Cargo insurance for more

than ten years so can branch out into exceptions for
higher premium. Furthermore, current volume of
existing business would allow for minimum first year
premium of $250,000.

Mitigant

Leverages time sensitivity of buyer, convenience

referral by 3PL customer, and 3-5 minute
turnaround time rather than competing in the
marketplace on price.

Mitigant

Financial Projections do not take into account

Strategy Summary
1.

Why Excess Cargo Insurance? The product was selected as a result of 30 + years
experience in underwriting transportation business, our learning's from past two years
of online insurance distribution, and prior ownership in entrepreneurial operations.

2.

Why Our Strategy Upload Freight is reconfiguring the traditional insurance value
chain to cherry-pick the high-margin, high-value transportation accounts while driving
down cost

3.

Current product line is profitable even with excessive distribution cost.

Value chain will continue to be under pressure as online cannibalizes typical brick and
mortar channels
Highly active 3PL partner Access America Transportation. Provides revenue day one,
leverages its pre-screened carrier base, and allows easy entrance into other insurance
products through this distribution point.

Online distribution eliminates dead weight costs

Focus on pools of pre-qualified risk with immediate market need ensures quick scale
Realigns incentives for all stakeholders, resulting in superior returns

Why Our Team An experienced, proven team that synthesizes the best from
insurance underwriting, online distribution expertise, and making money for our
partners.

15

Call to Action
Opportunity to partner with game changing insurance services
innovator
Compelling innovation opportunity in historically profitable and stable
insurance products

Several Proprietary Products Created and Designed to add on to Excess

Freight Insurance Product
Experienced and proven management team
A system which aligns interests and a business model which will allow us
to capture recurring revenue, cherry-pick premium accounts, and the
information advantage necessary to cross-sell additional products through
this channel.

Requesting Growth Capital Investment of $350,000 in Series B,

Redeemable, Convertible Preferred Units
16

Appendix A

PRO-FORMA FINANCIAL
PROJECTIONS

Upload Freight - Summary Page

Key Aspects of the Deal
1) System ready for go-live in January 2014. Only very minor tweaks remain before revenue.
2) Upload Freight will reach break even within 6 months.
3) Scaling the business does not require hiring additional personnel.
3) As a result, overhead expenses remain essentially flat as revenue increases.

Summary Pro-Forma
Gross Written Premium
Net Revenue
Earnings Before Tax
Net Income

Upload Freight LLC

2014
2,268,036
453,607
16,502
10,726

12/20/2013

2015
7,625,893
1,525,179
890,645
578,919

2016
12,744,643
2,548,929
1,718,420
1,116,973

Page 1 of 13

Upload Freight - Sources and Uses of Funds

$
Sources of Funds
Series B Financing - Access America
Total Sources

Uses of Funds
CapEx Required for Go-Live
Paydown of Chase Credit Card
Paydown of WF Credit Card
Paydown of WF LOC 1
Paydown of WF LOC 2
Capital to Reach Break Even
Working Capital
Total Uses of Funds

Upload Freight LLC

$350,000
350,000

100%
100%

15,000
13,702
15,008
34,229
22,220
63,338
186,503
350,000

4%
4%
4%
10%
6%
18%
53%
100%

12/20/2013

Page 2 of 13

Upload Freight - Opening Balance Sheet

Pre-Financing

Transaction

Post-Financing

$0

$350,000

$350,000

Assets
Current Assets
Cash
Other Assets
Capitalized Software
Fixed Assets
Accum. D & A
Total Assets

540,916
11,774
0
552,690

540,916
11,774
0
350,000

902,690

Liabilities & Equity

Liabilities
Accounts Payable
Chase Credit Card
WF Credit Card
WF LOC 1
WF LOC 2

0
13,702
15,008
34,229
22,220

Equity
Paid in Capital
Retained Earnings

467,531
0

350,000

817,531
0

$552,690

$350,000

$902,690

Liabilities & Equity

Balance Check

Upload Freight LLC

0
13,702
15,008
34,229
22,220

12/20/2013

Page 3 of 13

Upload Freight - Pro Forma Projections

P&L

Fiscal Year Ending December 31,

Jan-15

2014

2015

2016

$2,268,036

$7,625,893

$12,744,643

453,607

1,525,179

2,548,929

20%

20%

20%

255,000
51,000
45,361
11,100
3,500
3,600
12,000
200
6,000
2,129
5,400
2,400
2,355
37,061
437,106

332,000
66,400
152,518
11,100
3,500
3,600
12,000
200
6,000
0
5,400
2,400
2,355
37,061
634,534

410,000
82,000
254,893
11,100
3,500
3,600
12,000
200
6,000
0
5,400
2,400
2,355
37,061
830,509

96%

42%

33%

16,502

890,645

1,718,420

% of Net Revenue

4%

58%

67%

Income Tax (35%)

Net Income

5,776
$10,726

311,726
$578,919

601,447
$1,116,973

2%

38%

44%

Gross Written Premium

Net Revenue
% of Gross Premium

Overhead Expenses
Salaries
Benefits & PEO
Commissions
Rent
Accounting
Office Tech Exp
Telephones
Licensing
Customer Sales Exp
Interest Exp
E & O Insurance
Other Expenses
Depreciation
Amortization
Total Expenses
% of Net Revenue

Earnings Before Tax

Net Income Margin

Upload Freight LLC

See Page 9 for Monthly Projections

(1) Model includes initial insurance product only. Company intends to launch complimentary products over time.

(2) Assumed

no owned captive insurance entity. May launch in future but model assumes risk sourced at Lloyd's

12/20/2013

Page 4 of 13

Upload Freight - Pro Forma Projections

Balance Sheet

As of December 31,
2014
2015

Jan-15
2016

Assets
Current Assets
Cash

$530,268

$1,401,711

$2,874,349

555,916
11,774
(39,416)

580,916
11,774
(78,832)

605,916
11,774
(118,248)

1,058,542

1,915,569

3,373,792

Liabilities
Accounts Payable
Chase Credit Card
WF Credit Card
WF LOC 1
WF LOC 2

230,286
0
0
0
0

508,393
0
0
0
0

849,643
0
0
0
0

Equity
Paid in Capital
Retained Earnings

817,531
10,726

817,531
589,645

817,531
1,706,618

$1,058,542

$1,915,569

$3,373,792

Other Assets
Capitalized
Fixed Assets
Accum. D & A
Total Assets

Liabilities & Equity

Liabilities & Equity

Balance Check

Upload Freight LLC

12/20/2013

Page 5 of 13

Upload Freight - Pro Forma Projections

Revenue Detail

2014

2015

2016

67
27
5
99

225
90
18
333

375
150
30
555

Weeks

52.1

52.1

52.3

Premium Per Sale

250k Limit Policies
500k Limit Policies
Higher Limit Policies

250
500
2500

250
500
2500

250
500
2500

Gross Written Premium

250k Limit Policies
500k Limit Policies
Higher Limit Policies
Gross Written Premium

872,321
697,857
697,857
2,268,036

2,933,036
2,346,429
2,346,429
7,625,893

4,901,786
3,921,429
3,921,429
12,744,643

210
400
1875

210
400
1875

210
400
1875

Premiums to Lloyd's
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Premiums to Lloyd's

732,750
558,286
523,393
1,814,429

2,463,750
1,877,143
1,759,821
6,100,714

4,117,500
3,137,143
2,941,071
10,195,714

Net Revenue
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Net Revenue

139,571
139,571
174,464
$453,607

469,286
469,286
586,607
$1,525,179

784,286
784,286
980,357
$2,548,929

# of Sales Per Wk
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Total Sales Per Wk

Ceded Premiums Per Sale

250k Limit Policies
500k Limit Policies
Higher Limit Policies

Upload Freight LLC

Jan-15

12/20/2013

Page 6 of 13

Upload Freight - Pro Forma Projections

Expense Detail

2014

2015

2016

30,000
75,000
75,000
75,000
0
255,000

32,000
100,000
100,000
100,000
0
332,000

35,000
125,000
125,000
125,000
0
410,000

51,000

66,400

82,000

15

Commissions
Sales Person

45,361

152,518

254,893

Total Commissions

45,361

152,518

254,893

Other Expenses
Rent
Accounting
Office Tech Exp
Telephones
Licensing
Customer Sales Exp
Interest Exp
E & O Insurance
Other Expenses

11,100
3,500
3,600
12,000
200
6,000
2,129
5,400
2,400

11,100
3,500
3,600
12,000
200
6,000
0
5,400
2,400

11,100
3,500
3,600
12,000
200
6,000
0
5,400
2,400

Non-Cash Expenses
Depreciation
Amortization

2,355
37,061

2,355
37,061

2,355
37,061

Salaries
Customer Service
G. Crotty
L. Sweetser
J. Oden
Sales Person
Total Salaries
Benefits & PEO Expense

# of Distro Partners

Upload Freight LLC

Jan-15

(1) Benefits expense estimated at 20% of employee salaries

(2) Commissions estimated to be 10% of revenue.

12/20/2013

Page 7 of 13

Upload Freight - Pro Forma Projections

Cash Flow

2014

2015

2016

$10,726
39,416

$578,919
39,416

$1,116,973
39,416

230,286
280,428

278,107
896,442

341,250
1,497,639

Cash From Investing

Capitalized Software
Fixed Assets
Cash From Investing

(15,000)
0
(15,000)

(25,000)
0
(25,000)

(25,000)
0
(25,000)

Cash from Financing

Chase Credit Card
WF Credit Card
WF LOC 1
WF LOC 2
Paid in Capital
Dividends
Cash from Financing

(13,702)
(15,008)
(34,229)
(22,220)
350,000
0
264,841

0
0
0
0
0
0
0

0
0
0
0
0
0
0

Total Cash Flows

$530,268

$871,442

$1,472,639

Plus Beginning Cash

Ending Cash

0
$530,268

530,268
$1,401,711

1,401,711
$2,874,349

Cash From Operations

Net Income
Depr / Amortization
Accruals
Accounts Payable
Cash From Operations

Upload Freight LLC

Jan-15

(1) Note - Minimal Maintenance CapEx required to scale the business.

12/20/2013

Page 8 of 13

Upload Freight - Pro Forma Projections

P&L
Gross Written Premium

Net Revenue
% of Gross Premium

Overhead Expenses
Salaries
Benefits & PEO
Commissions
Rent
Accounting
Office Tech Exp
Telephones
Licensing
Customer Sales Exp
Interest Exp
E & O Insurance
Other Expenses
Depreciation
Amortization
Total Expenses
% of Net Revenue

Earnings Before Tax

% of Net Revenue

Income Tax (35%)

Net Income
Net Income Margin

Upload Freight LLC

Jan-14

$71,964

Feb-14

Mar-14

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

Oct-14

Nov-14

Dec-14

$65,000 $143,929 $139,286 $143,929 $208,929 $215,893 $215,893 $208,929

$287,857

$278,571

$287,857

14,393

13,000

28,786

27,857

28,786

41,786

43,179

43,179

41,786

57,571

55,714

57,571

20%

20%

20%

20%

20%

20%

20%

20%

20%

20%

20%

20%

21,250
4,250
1,439
925
250
300
1,000
200
500
710
450
200
196
3,088
34,759

21,250
4,250
1,300
925
250
300
1,000
0
500
568
450
200
196
3,088
34,277

21,250
4,250
2,879
925
750
300
1,000
0
500
426
450
200
196
3,088
36,214

21,250
4,250
2,786
925
250
300
1,000
0
500
284
450
200
196
3,088
35,479

21,250
4,250
2,879
925
250
300
1,000
0
500
142
450
200
196
3,088
35,430

21,250
4,250
4,179
925
250
300
1,000
0
500
0
450
200
196
3,088
36,588

21,250
4,250
4,318
925
250
300
1,000
0
500
0
450
200
196
3,088
36,728

21,250
4,250
4,318
925
250
300
1,000
0
500
0
450
200
196
3,088
36,728

21,250
4,250
4,179
925
250
300
1,000
0
500
0
450
200
196
3,088
36,588

21,250
4,250
5,757
925
250
300
1,000
0
500
0
450
200
196
3,088
38,167

21,250
4,250
5,571
925
250
300
1,000
0
500
0
450
200
196
3,088
37,981

21,250
4,250
5,757
925
250
300
1,000
0
500
0
450
200
196
3,088
38,167

241%

264%

126%

127%

123%

88%

85%

85%

88%

66%

68%

66%

(20,366)

(21,277)

(7,428)

(7,622)

(6,644)

5,197

6,451

6,451

5,197

19,405

17,733

19,405

-141%

-164%

-26%

-27%

-23%

12%

15%

15%

12%

34%

32%

34%

0
0
($20,366) ($21,277)

0
($7,428)

0
($7,622)

0
($6,644)

0
$5,197

0
$6,451

0
$6,451

0
$5,197

0
$19,405

0
$17,733

5,776
$13,629

-26%

-27%

-23%

12%

15%

15%

12%

34%

32%

24%

-141%

-164%

12/20/2013

Page 9 of 13

Upload Freight - Pro Forma Projections

Balance Sheet

Jan-14

Feb-14

Mar-14

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

Oct-14

Nov-14

Dec-14

$361,297 $323,540 $368,346 $346,101 $332,262 $378,551 $393,858 $403,594 $406,505

$492,337

$505,926

$530,268

555,916 555,916 555,916 555,916 555,916 555,916 555,916 555,916 555,916

11,774
11,774
11,774
11,774
11,774
11,774
11,774
11,774
11,774
(3,285)
(6,569)
(9,854) (13,139) (16,423) (19,708) (22,993) (26,277) (29,562)

555,916
11,774
(32,847)

555,916
11,774
(36,131)

555,916
11,774
(39,416)

Assets
Current Assets
Cash
Other Assets
Capitalized
Fixed Assets
Accum. D & A
Total Assets

925,702

884,660

926,182

900,652

883,529

926,533

938,556

945,007

944,633

1,027,180

1,037,485

1,058,542

57,571
11,418
12,507
28,524
18,517

52,000
9,135
10,005
22,819
14,814

115,143
6,851
7,504
17,114
11,110

111,429
4,567
5,003
11,410
7,407

115,143
2,284
2,501
5,705
3,703

167,143
0
0
0
0

172,714
0
0
0
0

172,714
0
0
0
0

167,143
0
0
0
0

230,286
0
0
0
0

222,857
0
0
0
0

230,286
0
0
0
0

817,531 817,531 817,531 817,531 817,531 817,531 817,531 817,531 817,531

(20,366) (41,643) (49,071) (56,694) (63,338) (58,140) (51,689) (45,238) (40,041)

817,531
(20,636)

817,531
(2,903)

817,531
10,726

Liabilities & Equity

Liabilities
Accounts Payable
Chase Credit Card
WF Credit Card
WF LOC 1
WF LOC 2
Equity
Paid in Capital
Retained Earnings
Liabilities & Equity

Balance Check

Upload Freight LLC

$925,702 $884,660 $926,182 $900,652 $883,529 $926,533 $938,556 $945,007 $944,633 $1,027,180 $1,037,485 $1,058,542

12/20/2013

Page 10 of 13

Upload Freight - Pro Forma Projections

Revenue Detail

Jan-14

Feb-14

Mar-14

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

Oct-14

Nov-14

Dec-14

# of Sales Per Wk
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Total Sales Per Wk

25
10
2
37

25
10
2
37

50
20
4
74

50
20
4
74

50
20
4
74

75
30
6
111

75
30
6
111

75
30
6
111

75
30
6
111

100
40
8
148

100
40
8
148

100
40
8
148

Weeks

4.4

4.0

4.4

4.3

4.4

4.3

4.4

4.4

4.3

4.4

4.3

4.4

Premium Per Sale

250k Limit Policies
500k Limit Policies
Higher Limit Policies

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

250
500
2500

Gross Written Premium

250k Limit Policies
500k Limit Policies
Higher Limit Policies
Gross Written Premium

27,679
22,143
22,143
71,964

25,000
20,000
20,000
65,000

55,357
44,286
44,286
143,929

53,571
42,857
42,857
139,286

55,357
44,286
44,286
143,929

80,357
64,286
64,286
208,929

83,036
66,429
66,429
215,893

83,036
66,429
66,429
215,893

80,357
64,286
64,286
208,929

110,714
88,571
88,571
287,857

107,143
85,714
85,714
278,571

110,714
88,571
88,571
287,857

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

210
400
1875

Premiums to Lloyd's
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Premiums to Lloyd's

23,250
17,714
16,607
57,571

21,000
16,000
15,000
52,000

46,500
35,429
33,214
115,143

45,000
34,286
32,143
111,429

46,500
35,429
33,214
115,143

67,500
51,429
48,214
167,143

69,750
53,143
49,821
172,714

69,750
53,143
49,821
172,714

67,500
51,429
48,214
167,143

93,000
70,857
66,429
230,286

90,000
68,571
64,286
222,857

93,000
70,857
66,429
230,286

Net Revenue
250k Limit Policies
500k Limit Policies
Higher Limit Policies
Net Revenue

4,429
4,429
5,536
$14,393

4,000
4,000
5,000
$13,000

8,857
8,857
11,071
$28,786

8,571
8,571
10,714
$27,857

8,857
8,857
11,071
$28,786

12,857
12,857
16,071
$41,786

13,286
13,286
16,607
$43,179

13,286
13,286
16,607
$43,179

12,857
12,857
16,071
$41,786

17,714
17,714
22,143
$57,571

17,143
17,143
21,429
$55,714

17,714
17,714
22,143
$57,571

Ceded Premiums Per Sale

250k Limit Policies
500k Limit Policies
Higher Limit Policies

Upload Freight LLC

12/20/2013

Page 11 of 13

Upload Freight - Pro Forma Projections

Expense Detail

Jan-14

Feb-14

Mar-14

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

Oct-14

Nov-14

Dec-14

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

2,500
6,250
6,250
6,250
0
21,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

4,250

Commissions
Sales Person

1,439

1,300

2,879

2,786

2,879

4,179

4,318

4,318

4,179

5,757

5,571

5,757

Total Commissions

1,439

1,300

2,879

2,786

2,879

4,179

4,318

4,318

4,179

5,757

5,571

5,757

Other Expenses
Rent
Accounting
Office Tech Exp
Telephones
Licensing
Customer Sales Exp
Interest Exp
E & O Insurance
Other Expenses

925
250
300
1,000
200
500
710
450
200

925
250
300
1,000
0
500
568
450
200

925
750
300
1,000
0
500
426
450
200

925
250
300
1,000
0
500
284
450
200

925
250
300
1,000
0
500
142
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

925
250
300
1,000
0
500
0
450
200

Non-Cash Expenses
Depreciation
Amortization

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

196
3,088

Salaries
Customer Service
G. Crotty
L. Sweetser
J. Oden
Sales Person
Total Salaries
Benefits & PEO Expense

# of Distro Partners

Upload Freight LLC

12/20/2013

Page 12 of 13

Upload Freight - Pro Forma Projections

Cash Flow
Cash From Operations
Net Income
Depr / Amortization
Accruals
Accounts Payable
Cash From Operations

Jan-14

Feb-14

Mar-14

Apr-14

May-14

Jun-14

Jul-14

Aug-14

Sep-14

Oct-14

Nov-14

Dec-14

($20,366) ($21,277)
3,285
3,285

($7,428)
3,285

($7,622)
3,285

($6,644)
3,285

$5,197
3,285

$6,451
3,285

$6,451
3,285

$5,197
3,285

$19,405
3,285

$17,733
3,285

$13,629
3,285

57,571
40,490

(5,571)
(23,564)

63,143
58,999

(3,714)
(8,052)

3,714
354

52,000
60,482

5,571
15,307

0
9,736

(5,571)
2,911

63,143
85,832

(7,429)
13,589

7,429
24,342

Cash From Investing

Capitalized Software
Fixed Assets
Cash From Investing

(15,000)
0
(15,000)

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

0
0
0

Cash from Financing

Chase Credit Card
WF Credit Card
WF LOC 1
WF LOC 2
Paid in Capital
Dividends
Cash from Financing

(2,284)
(2,501)
(5,705)
(3,703)
350,000
0
335,807

(2,284)
(2,501)
(5,705)
(3,703)
0
0
(14,193)

(2,284)
(2,501)
(5,705)
(3,703)
0
0
(14,193)

(2,284)
(2,501)
(5,705)
(3,703)
0
0
(14,193)

(2,284)
(2,501)
(5,705)
(3,703)
0
0
(14,193)

(2,284)
(2,501)
(5,705)
(3,703)
0
0
(14,193)

0
0
0
0
0
0
0

0
0
0
0
0
0
0

0
0
0
0
0
0
0

0
0
0
0
0
0
0

0
0
0
0
0
0
0

0
0
0
0
0
0
0

Total Cash Flows

$361,297 ($37,757) $44,806 ($22,245) ($13,839) $46,289

$15,307

$9,736

$2,911

$85,832

$13,589

$24,342

Plus Beginning Cash

Ending Cash

0 361,297 323,540 368,346 346,101 332,262 378,551 393,858 403,594

$361,297 $323,540 $368,346 $346,101 $332,262 $378,551 $393,858 $403,594 $406,505

406,505
$492,337

492,337
$505,926

505,926
$530,268

Upload Freight LLC

12/20/2013

Page 13 of 13

Appendix B

SCREENSHOTS OF SOFTWARE
PLATFORM

Website Homepage

Online Application for Quote

Quote Screen

Payment Entry Screen

Payment Confirmation Screen

Successful Purchase Screen

COI on Click or Via Email

Backend Underwriting System

Main Underwriting Menu

Customer Search

Customer or Applicant Detail

Review Application, Quote, Policies

Rate Settings Interface

Example Account Report

Holder First

Exported to Excel
Insured Company
CAJOMA Trucks
24-7 MEDICAL TRANSPORTATION
Kenwood Cargo Truck
Sergio Trucking Cargo
Testing Cargo Moving Inc.
John SuperTruckCo
Sweetser Trucking
ExampleTruckingCo

Total Paid
$387.88
$554.11
$554.11
$387.88
$554.11
$554.11
$387.88
$554.11

Texas Tax
$21.18
$30.25
$30.25
$21.18
$30.25
$30.25
$21.18
$30.25

Premium
$350.00
$500.00
$500.00
$350.00
$500.00
$500.00
$350.00
$500.00

Quote Id
5929
5930
5936
5938
5939
5943
5948
5953

CC Fee
$16.70
$23.86
$23.86
$16.70
$23.86
$23.86
$16.70
$23.86

Create Date
8/16/2013
8/29/2013
9/3/2013
9/4/2013
9/4/2013
10/7/2013
10/22/2013
11/29/2013

Activity Date
8/16/2013
8/29/2013
9/3/2013
9/4/2013
9/4/2013
10/7/2013
10/22/2013
11/29/2013

Card Holder Last

Martinez
Jordan
Mata
Avendano
Adams
Oden
Forks
Last

Card Holder First

Joel
Michael
Carlos
Sergio
Bryan
John
Wally's
First

Insured Address 1 Insured Address 2

123 First Street
1901 Main Street
200 Gilpin Street
12 Lindel Hill
123 Main Street
1409 S Lamar
1007
1409 south lamar
suite
1409 S Lamar

Total Paid
$387.88
$554.11
$554.11
$387.88
$554.11
$554.11
$387.88
$554.11

Texas Tax
$21.18
$30.25
$30.25
$21.18
$30.25
$30.25
$21.18
$30.25

Insured City
Laredo
Newark
Livonia
Newark
Las Vegas
Dallas
dallas
Dallas

Premium
$350.00
$500.00
$500.00
$350.00
$500.00
$500.00
$350.00
$500.00

Insured State
TX
DE
MI
DE
NV
WA
TX
TX

CC Fee
$16.70
$23.86
$23.86
$16.70
$23.86
$23.86
$16.70
$23.86

Insured Zip
78945
19711
48145
19702
45124
75215
75215
75215

Activity Dat
8/16/2013
8/29/2013
9/3/2013
9/4/2013
9/4/2013
10/7/2013
10/22/2013
11/29/2013

Appendix C

EXECUTIVES

Greg Crotty
Greg Crotty is owner and President of Frontline Underwriters, Inc., a
wholesale insurance firm located in Madison, Mississippi. The
company develops and distributes commercial auto programs specific
to the trucking industry and has retail customers in twelve states.
Greg has been in the insurance industry for 25 years.

He is also a partner and board member of Think Anew, LLC., located in

Madison, MS. Think Anew is a complete solution I.T. company with
specific expertise in the long term care industry.
The company
provides services to a variety of industries both private and public with
customers from Texas to West Virginia.
Greg is a team member with leadership skills
excellence. He is married with three children,
year of EFM (Education For Ministry) and
innovative strategies for freight distribution
industry.

and a drive towards

in his fourth and final
currently developing
within the trucking

Luke Sweetser
Luke Sweetser has a track record of high achievement in all of his endeavors, including his
roles as CEO, entrepreneur, private equity investor, and business mentor. As CEO, Mr.
Sweetser has led businesses with as few as 5 employees to enterprises with more than 200
employees in industries as diverse as heavy equipment manufacturing to software and
insurance. Leveraging his expertise in strategy, operations, and capital allocation, Mr. Sweetser
is actively engaged with several private businesses as an investor, advisor, and board member
as CEO of Helios Capital. He brings an integrated perspective to the areas of leadership,
strategy, operations analysis and improvement, acquisition integration, and major
transformation programs.
While at his predecessor private equity partnerships, Lewis Hollingsworth LP ("LH Equity") and the North Texas
Opportunity Fund LP ("NTOF"), Mr. Sweetser invested in 17 platform companies and completed an additional nine add-on
acquisitions with an aggregate purchase price of approximately $320 million. Of the $58.4 million in equity he has
invested, he has returned $114.9 million in cash and $71.5 million in unrealized returns, representing a cash-on-cash
return of 42% and a multiple of more than 3.0x invested capital.

As a business leader, Mr. Sweetser also has a solid track record. He has served as the chief executive officer or chief
restructuring officer for several operating companies, Sun Engine Manufacturing ($65 million in revenue), CSI Insurance
Group ($6.6 million in revenue), software company Envision Gaming (start-up to $2.5 million in revenue), and his current
endeavor, Helios Insurance Group.
Mr. Sweetser is a Chartered Financial Analyst. He received his B.A. from Harvard University. Despite his formal schooling,
he feels his real educationwhere he integrated his investment and operational perspectives, crafted his leadership style,
and honed his business judgmenthas all come from the school of hard knocks. He is tired of learning from his mistakes
and is actively looking to learn from others mistakes and successesthe definition of true wisdom.