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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
December 22, 2023
Proterra Inc |
(Exact name of registrant as specified in its charter) |
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Delaware |
001-39546 |
90-2099565 |
(State or other jurisdiction
of incorporation) |
(Commission
File Number) |
(I.R.S. Employer
Identification No.) |
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1815 Rollins Road
Burlingame, California 94010 |
(Address of principal executive offices, including zip code) |
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(864) 438-0000 |
(Registrant’s Telephone Number, Including Area Code) |
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N/A |
(Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing
is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class |
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Trading
Symbol(s) |
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Name
of each exchange
on which registered |
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Indicate by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
Emerging
growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01. | Regulation FD Disclosure. |
As previously
disclosed, on August 7, 2023, Proterra Inc, a Delaware corporation (the “Company”), and its subsidiary Proterra Operating
Company, Inc. (the “OpCo” and collectively, the “Debtors”) filed voluntary petitions under Chapter
11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District
of Delaware (such court, the “Bankruptcy Court” and such proceedings, the “Chapter 11 Cases”). The
Chapter 11 Cases are currently jointly administered under the caption In re Proterra Inc, Case No. 23-11120 (BLS). The Debtors
continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance
with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.
Monthly Operating
Reports
On November 21, 2023, the Company filed with
the Bankruptcy Court its monthly operating report for the period ended October 31, 2023 and on December 21, 2023, the Company filed with
the Bankruptcy Court its monthly operating report for the period ended November 30, 2023 (collectively, the “Company Monthly
Operating Reports”). On November 21, 2023, OpCo filed with the Bankruptcy Court its monthly operating report for the period
ended October 31, 2023 and on December 21, 2023, OpCo filed with the Bankruptcy Court its monthly operating report for the period ended
November 30, 2023 (the “OpCo Monthly Operating Reports” and together with the Company Monthly Operating Reports, the
“Monthly Operating Reports”). The Company Monthly Operating Reports and the OpCo Monthly Operating Reports are attached
hereto as Exhibit 99.1, 99.2, 99.3 and 99.4, respectively. This Current Report on Form 8-K (including the exhibits hereto, the “Form
8-K”) will not be deemed an admission as to the materiality of any herein. The Company previously disclosed in its Current
Report on Form 8-K filed on September 21, 2023 that it was filing its monthly operating reports with the Bankruptcy Court and that each
such report would be available for review free of charge online at https://www.kccllc.net/proterra/document/list/5955.
The information contained in this Item 7.01
and in Exhibits 99.1, 99.2, 99.3 and 99.4 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not
be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act of 1933, as amended, or the
Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except
to the extent expressly set forth by specific reference in such a filing.
Cautionary Statement
Regarding the Monthly Operating Reports
The Company cautions
investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Reports, which were
not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Company. The Monthly
Operating Reports are limited in scope, cover a limited time period, and have been prepared solely for the purpose of complying with the
reporting requirements of the Bankruptcy Court. The Monthly Operating Reports were not audited or reviewed by independent accountants,
were not prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), are
in a format prescribed by applicable bankruptcy rules and guidelines, and are subject to future adjustment and reconciliation. Furthermore,
the monthly financial information contained in the Monthly Operating Reports not been subjected to the same level of accounting review
and testing that the Debtors apply when preparing their quarterly and annual consolidated financial information in accordance with GAAP.
Accordingly, upon the application of such procedures, the Debtors believe that the financial information may be subject to change, and
these changes could be material. There can be no assurance that, from the perspective of an investor or potential investor in the Company’s
securities, the Monthly Operating Reports are complete. Results and projections set forth in the Monthly Operating Reports should not
be viewed as indicative of future results.
Cautionary Statement
Regarding Forward-Looking Information
This Form 8-K and the Monthly Operating Reports
contains forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange. The Company’s
actual results may differ materially from those anticipated in these forward-looking statements as a result of certain risks and other
factors, including risks and uncertainties relating to the Company’s Chapter 11 Cases. Many factors could cause actual future events
to differ materially from the forward-looking statements in this Form 8-K and the Monthly Operating Reports, including risks and uncertainties
set forth in the sections entitled “Risk Factors” in the Company’s Annual Report for the year ended December 31, 2022,
filed with the Securities and Exchange Commission (the “SEC”) on March 17, 2023, as amended on May 1, 2023, the Company’s
quarterly report for the three and nine months ended September 30, 2023, filed on November 6, 2023 or the Company’s other filings
with the SEC. The forward-looking statements included in this Form 8-K and the Monthly Operating Reports speak only as of the date they
are made. Readers are cautioned not to put undue reliance on forward-looking statements, and the Company assumes no obligation and does
not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise.
The Company does not give any assurance that it will achieve its expectations.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 22, 2023
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PROTERRA, INC. |
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By: |
/s/ David S. Black |
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Name: |
David S. Black |
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Title: |
Chief Financial Officer |
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EXHIBIT 99.1
UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE In Re. Proterra Inc § § § Debtor(s) § Monthly Operating Report Reporting Period Ended:
10/31/2023 Months Pending: 3 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's Full-Time Employees (as
of date of order for relief): Case No. 23-11120 Lead Case No. 23-11120 Jointly Administered Petition Date: 08/07/2023 Industry Classification:
Cash Basis 0 0 Chapter 11 Supporting Documentation (check all that are attached): (For jointly administered debtors, any required schedules
must be provided on a non-consolidated basis for each debtor) ☒
Statement of cash receipts and disbursements ☒ Balance sheet containing
the summary and detail of the assets, liabilities and equity (net worth) or deficit ☒
Statement of operations (profit or loss statement) ☒ Accounts
receivable aging ☒ Postpetition liabilities aging ☐
Statement of capital assets ☐ Schedule of payments to professionals
Schedule of payments to insiders ☒ All bank statements and bank
reconciliations for the reporting period ☐ Description of the
assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner Andrew L. Magaziner Signature of Responsible
Party Printed Name of Responsible Party 11/21/2023 Young Conaway Stargatt & Taylor LLP Date 1000 North King St, Wilmington, DE 19801
Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R.
2311120231121000000000028 § 1320.4(a)(2) applies.
Part 1: Cash Receipts and
Disbursements Current Month Cumulative a. Cash balance beginning of month $0 b. Total receipts (net of transfers between accounts)
$0 $0 c. Total disbursements (net of transfers between accounts) $0 $0 d. Cash balance end of month (a+b-c) $0 e. Disbursements made
by third party for the benefit of the estate $0 $0 f. Total disbursements for quarterly fee calculation (c+e) $0 $0 Part 2: Asset and
Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.) a. Accounts receivable (total net
of allowance) $0 b. Accounts receivable over 90 days outstanding (net of allowance) $0 c. Inventory (Book Market Other (attach explanation))
$0 d Total current assets $0 e. Total assets $0 f. Postpetition payables (excluding taxes) $0 g. Postpetition payables past due (excluding
taxes) $0 h. Postpetition taxes payable $0 i. Postpetition taxes past due $0 j. Total postpetition debt (f+h) $0 k. Prepetition secured
debt $0 l. Prepetition priority debt $0 m. Prepetition unsecured debt $0 n. Total liabilities (debt) (j+k+l+m) $0 o. Ending equity/net
worth (e-n) $0
Part 3: Assets Sold or Transferred
Current Month Cumulative a. Total cash sales price for assets sold/transferred outside the ordinary course of business $0 $0 b. Total
payments to third parties incident to assets being sold/transferred outside the ordinary course of business $0 $0 c. Net cash proceeds
from assets sold/transferred outside the ordinary course of business (a-b) $0 $0 Part 4: Income Statement (Statement of Operations) Current
Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a. b. c. d. e. f. g. h. i. j. k. Gross income/sales
(net of returns and allowances) Cost of goods sold (inclusive of depreciation, if applicable) Gross profit (a-b) Selling expenses General
and administrative expenses Other expenses Depreciation and/or amortization (not included in 4b) Interest Taxes (local, state, and federal)
Reorganization items Profit (loss) $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 UST Form 11-MOR (12/01/2021) 2
Part 5: Professional Fees and
Expenses a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy)
Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton &Lead Counsel $0 $0 $0 $0 ii
Young Conaway Stargatt & Taylor Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $0 $0 $0 $0 iv Moelis &
Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants LLC Other $0
$0 $0 $0 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi
xxvii xxviii xxix xxx xxxi
xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii
lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii
lxxix
lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii xcix c ci b. Approved
Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy) Aggregate
Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP
Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $0 $0 $0 $0 v Squire Patton Boggs
(US) LLP Other $0 $0 $0 $0 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv
xv
xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli
xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi
lvii
lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii
lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii
Debtor's Name Proterra Inc
Case No. 23-11120 xcix c c. All professional fees and expenses (debtor & committees) $0 $0 $0 $0 Part 6: Postpetition Taxes Current
Month Cumulative a. Postpetition income taxes accrued (local, state, and federal) $0 $0 b. Postpetition income taxes paid (local, state,
and federal) $0 $0 c. Postpetition employer payroll taxes accrued $0 $0 d. Postpetition employer payroll taxes paid $0 $0 e. Postpetition
property taxes paid $0 $0 f. Postpetition other taxes accrued (local, state, and federal) $0 $0 g. Postpetition other taxes paid (local,
state, and federal) $0 $0 Part 7: Questionnaire - During this reporting period: a. Were any payments made on prepetition debt? (if yes,
see Instructions) Yes No b. Were any payments made outside the ordinary course of business Yes No without court approval? (if yes, see
Instructions) c. Were any payments made to or on behalf of insiders? Yes No d. Are you current on postpetition tax return filings? Yes
No e. Are you current on postpetition estimated tax payments? Yes No f. Were all trust fund taxes remitted on a current basis? Yes No
g. Was there any postpetition borrowing, other than trade credit? Yes No (if yes, see Instructions) h. Were all payments made to or on
behalf of professionals approved by Yes No N/A the court? i. Do you have: Worker's compensation insurance? Yes No If yes, are your premiums
current? Yes No N/A (if no, see Instructions) Casualty/property insurance? Yes No If yes, are your premiums current? Yes No N/A (if no,
see Instructions) General liability insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) j. Has
a plan of reorganization been filed with the court? Yes No k. Has a disclosure statement been filed with the court? Yes No l. Are you
current with quarterly U.S. Trustee fees as Yes No set forth under 28 U.S.C. § 1930?
Part 8: Individual Chapter
11 Debtors (Only) a. b. c. Gross income (receipts) from salary and wages Gross income (receipts) from self-employment Gross income from
all other sources $0 $0 $0 d. e. Total income in the reporting period (a+b+c) Payroll deductions $0 $0 f. g. Self-employment related
expenses Living expenses $0 $0 h. i. j. k. All other expenses Total expenses in the reporting period (e+f+g+h) Difference between total
income and total expenses (d-i) List the total amount of all postpetition debts that are past due $0 $0 $0 $0 l. m. Are you required
to pay any Domestic Support Obligations as defined by 11 U.S.C § 101(14A)? If yes, have you made all Domestic Support Obligation
payments? Yes Yes No No N/A Privacy Act Statement 28 U.S.C. § 589b authorizes the collection of this information, and provision
of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information
to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to
evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed
and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the
information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal,
or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be
made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office
for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed.
Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm.
Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United
States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its
supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David
S. Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 11/21/2023 Title Date
In re: Proterra Inc. et al.
Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Cautionary Statement Regarding the Monthly Operating Report The Debtor cautions
investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which
was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Debtor. The
Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying
with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly Operating Report was not audited
or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting principles in the United States
of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines, and is subject to future adjustment
and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Report has not been subjected to
the same level of accounting review and testing that the Debtor applies when preparing its quarterly and annual consolidated financial
information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information
may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or
potential investor in the Debtor’s securities, the Monthly Operating Report is complete. Results and projections set forth in the
Monthly Operating Report should not be viewed as indicative of future results.
In re: Proterra Inc. et al.
Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Cash Receipts & Disbursements Proterra Inc. 23-11120 Proterra Operating
Company, Inc. 23-11121 Cash Receipts Receipts $ - $ 30,740,926 Other - 74,790 Total Cash Receipts(2) $ - $ 30,815,716 Operating Disbursements
Vendor Payments $ - $ (14,615,898) Payroll & Related - (12,916,448) Rent & Lease Payments - (1,549,603) Utilities - (106,063)
Freight & Shipping - (129,680) Taxes - (674,181) Insurance - (442,648) Engineering/Development Spend - (158,900) Total Operating
Disbursements $ - $ (30,593,420) Operating Cash Flow $ - $ 222,296 Non-Operating Disbursements Interest & Fees $ - $ (2,227,652)
Professional Fees - (1,771,829) Other Restructuring - (1,342,500) Total Non-Operating Disbursements $ - $ (5,341,981) Total Disbursements
$ - $ (35,935,401) Net Cash Flow $ - $ (5,119,685) Cash Roll Forward (3) Beginning Cash Balance - 143,775,705 Net Cash Flow - (5,119,685)
Mark-to-Market of Short-Term Investment Account(2) - 244,769 Ending Cash Balance(4) $ - $ 138,900,788 (1) All information contained herein
is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented in MOR Part 1(b) corresponds to the sum of
Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash posted for surety bonds and deposits posted
to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as surety collateral,
which is reflected in the Debtors 10/31/23 Balance Sheet.
In re: Proterra Inc. et al.
Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Debtors' Balance Sheet (Unaudited) Proterra Inc. 23-11120 Proterra Operating
Company, Inc. 23-11121 ASSETS CURRENT ASSETS Cash and cash equivalents $ - $10,836,630 Accounts receivable, net - 67,466,478 Short term
Investments - 114,977,636 Inventory - 253,093,980 Prepaid expenses and other current assets - 32,590,901 Deferred costs of goods sold
- 4,538,504 Restricted cash, current(2) - 25,520,326 TOTAL CURRENT ASSETS $ - $509,024,455 Property, plant, and equipment, net $ - $105,498,187
Operating lease right-of-use assets - 14,765,132 Long-term inventory prepayment - - Other assets - 49,665,014 TOTAL ASSETS $ - $678,952,788
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Accounts payable $ - $6,975,179 Taxes payable
- 1,399,277 Accrued liabilities - 36,291,895 Deferred revenue, current - 1,076,471 Operating lease liabilities, current - Debt, current
180,055,707 Derivative liability - TOTAL CURRENT LIABILITIES $ - $225,798,529 Deferred revenue, non-current Operating lease liabilities,
non-current Other long-term liabilities $ - - - 12,989 - 5,441,265 TOTAL NON-CURRENT LIABILITIES $ - $5,454,254 Liabilities Subject to
Compromise $ - $209,694,926 TOTAL LIABILITIES SUBJECT TO COMPROMISE $ - $209,694,926 TOTAL LIABILITIES $ - $440,947,709 STOCKHOLDERS'
EQUITY Common stock $ - $22,477 Preferred stock - - Additional paid-in capital 1,642,200,913 Accumulated deficit - Accumulated other
comprehensive loss (1,404,218,310)
TOTAL STOCKHOLDERS' EQUITY $ - $238,005,080 TOTAL LIABILITIES AND STOCKHOLDERS'
EQUITY $ - $678,952,789 (1) All information contained herein is unaudited and subject to future adjustment. (2) This amount includes $12,433,804
of restricted cash, which is held by Philadelphia Indemnity Insurance Company as surety collateral.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Debtors' Statement of Operations (Unaudited) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Net Revenue:
Product revenue $ - $ $19,880,674 Parts and other service revenue - 2,757,927 Total Net Revenue $ - $ $22,638,601 Cost of Sales: Product
cost of goods sold $ - $20,937,692 Parts and other service cost of goods sold - 9,981,381 Total Cost of Sales $ - $30,919,073 Gross Profit
$ - $ (8,280,472) Research and Development $ - $4,795,804 Sales and Marketing $ - $1,717,759 Depreciation and/or amortization - 612,527
Selling, general, and administrative expense - 9,089,879 Gain/(Loss) From Operations $ - $ (24,496,441) Interest income/(expense) $ -
$(1,440,949) Gain/(loss) on debt extinguishment - - Gain/(loss) on valuation of derivative liability - - Other income/(expense), net -
(2,556) Reorganization items - (12,345,319) Gain/(Loss) Before Income taxes $ - $ (38,285,265) Income taxes - - Net Gain/(Loss) $ - $
(38,285,265) (1) All information contained herein is unaudited and subject to future adjustment.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23 11120) A/R Aging Current 1 30 days 31 60 days 61 90 days Over 90
days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense - - - - - - Total Accounts Receivable $ - $ - $ - $ - $ -
$ - Proterra Operating Company, Inc. (23 11121) A/R Aging Current 1 30 days 31 60 days 61 90 days Over 90 days Total A/R Accounts Receivable
$ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 21,436,995 $ 68,247,904 Bad Debt Expense - - - - (781,426) (781,426) Total Accounts
Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 20,655,569 $ 67,466,479
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Postpetition Accounts Payable Balance (Unaudited) Proterra Inc. (23-11120) A/P Aging Current 1 - 30 days 31 - 60 days 61
- 90 days Over 90 days Total A/P Trade Payables Tax Payables $ - - $ - - $ - - $ - - $ - - $ - - Total Post-Petition Payables $ - $ -
$ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total
A/P Trade Payables $ 4,673,370 $ 1,743,795 $ 558,014 $ - $ - $ 6,975,179 Tax Payables 1,203,277 98,000 98,000 - - 1,399,277 Total Post-Petition
Payables $ 5,876,647 $ 1,841,795 $ 656,014 $ - $ - $ 8,374,456
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Bank Account Information Legal Entity Account Type Bank Name Account Number (last 4 digits) Bank Balance(1) Proterra Operating
Company, Inc. Concentration Account Bank of America, N.A. 5378 $ 3,305,576 Proterra Operating Company, Inc. Cash Sweep Account - Lockbox
Bank of America, N.A. 0802 $ - Proterra Operating Company, Inc. Payroll Account Bank of America, N.A. 0807 $ 2,148,463 Proterra Operating
Company, Inc. Zero Balance Account - Operating Bank of America, N.A. 0548 $ - Proterra Operating Company, Inc. AP Account Bank of America,
N.A. 2116 $ 5,088,981 Proterra Operating Company, Inc. Working Capital Management Account Merrill Lynch 3373 $ 115,401,334 Proterra Operating
Company, Inc. Operating Account Silicon Valley Bank 8094 $ 1 Proterra Operating Company, Inc. Money Market Account Silicon Valley Bank
2469 $ 725 Total Cash [Bank Balance] $ 125,945,081 Less Outstanding Checks (130,815) Total Cash [Book Balance] $ 125,814,266 Restricted
Cash Proterra Operating Company, Inc. Cash Collateral Account Silicon Valley Bank 7619 $ 131,470 Proterra Operating Company, Inc. Adequate
Assurance Account Bank of America, N.A. 9582 $ 507,488 Proterra Operating Company, Inc. Self-Insured Claims Escrow Account Bank of America,
N.A. 9587 $ - Proterra Operating Company, Inc. Professional Fee Escrow Account Bank of America, N.A. 9624 $ - Proterra Operating Company,
Inc. Collateral Account (LC) Bank of America, N.A. 9020 $ 12,447,564 Proterra Operating Company, Inc. 363 Sale Account Bank of America,
N.A. 9600 $ - Proterra Operating Company, Inc. Liquidation Account (Liquidation Proceeds Bank of America, N.A. 9605 $ - Total Restricted
Cash(2) $ 13,086,522 (1) All amounts are in USD. (2) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity
Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Schedule of Payments to Insiders Item Title Amount Chris Bailey Chief Business Officer $ 30,829 David S. Black Chief Financial
Officer 35,011 Labkhand S. Dadyar Chief People Officer 27,577 Jeffrey D. Embt Chief Accounting Officer 22,357 Dustin L. Grace Chief Technology
Officer 28,906 Gareth T. Joyce Chief Executive Officer 38,600 Jeffrey E. Mitchell General Counsel 31,027 Julian Soell Chief Operating
Officer 25,855 Jill Frizzley Board Member 35,000 Brook Porter Board Member 15,000 Constance Skidmore Board Member 16,250 Jan R. Hauser
Board Member 25,000 Jeannine P. Sargent Board Member 16,250 Mary L. Krakauer Board Member 26,250 Michael D. Smith Board Member 15,000
Roger M. Nielsen Board Member 27,500 Total $ 416,413
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Bank Reconciliations The Debtors hereby submit this attestation regarding bank account reconciliations in lieu of provi-
ding copies of bank statements, bank reconciliations and journal entries. The Debtors’ standard practice is to ensure that bank
reconciliations are completed before closing the books each reporting period. I attest that each of the Debtors’ bank accounts has
been reconci- led in accordance with their standard practices. /s/ David S. Black 11/21/2023 Signature of Authorized Individual Date David
S. Black Chief Financial Officer Printed Name of Authorized Individual Title of Authorized Individual
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Part 3: Question A, B, C Assets Sold or Transfer Certain de minimis sales were made on October 10th [DI 351].
In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 -
10/31/2023 Part 7: Question A Were any payments made on prepetition debt? To the extent any payments were made on account of prepetition
claims following the commencement of these Chapter 11 Cases pursuant to the authority granted to the Debtors by the Bankruptcy Court under
the First Day Orders, such payments have been included in the MOR.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Part 7: Questions D & E Are you current on postpetition estimated tax payments? USD 155,600 in PST taxes are owed to
British Columbia Ministry of Finance and USD 40,400 in GST/HST taxes are owed to the Canada Revenue Agency. The Debtors intend to file
the applicable tax retuns and pay these taxes as soon as possible, upon the completion of accounting work by Deloitte, their Canadian
auditor. Pursuant to DI 219 and DI 212, the Debtor intends to engage Deloitte after their OCP application is deemed approved.
In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 -
10/31/2023 Monthly Operating Report - Company Information Debtor's Full-Time Employees
(current): 0 Note: The full employee headcount pertaining to the Debtors is detailed in the MOR for Proterra Operating Inc. This may encompass
certain employment agreements executed with Proterra, Inc.
EXHIBIT 99.2
Case 23-11120-BLS Doc 761 Filed
12/21/23 Page 1 of 24 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Inc § Case No. 23-11120 §
§ Lead Case No. 23-11120 Debtor(s) § Jointly Administered Monthly Operating Report Chapter 11 Reporting Period Ended: 11/30/2023
Months Pending: 4 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's Full-Time Employees (as of date of
order for relief): Supporting Documentation (check all that are attached): Petition Date: 08/07/2023 Industry Classification: 3 3 6 1
Cash Basis 0 0 (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each debtor)
Statement of cash receipts and disbursements Balance sheet containing the summary and detail of the assets, liabilities and equity (net
worth) or deficit Statement of operations (profit or loss statement) Accounts receivable aging Postpetition liabilities aging Statement
of capital assets Schedule of payments to professionals Schedule of payments to insiders All bank statements and bank reconciliations
for the reporting period Description of the assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner
Signature of Responsible Party 12/21/2023 Date Andrew L. Magaziner Printed Name of Responsible Party Young Conaway Stargatt & Taylor
LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore,
Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies. UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 2 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of month $0 b. Total
receipts (net of transfers between accounts) $0 $0 c. Total disbursements (net of transfers between accounts) $0 $0 d. Cash balance end
of month (a+b-c) $0 e. Disbursements made by third party for the benefit of the estate $0 $0 f. Total disbursements for quarterly fee
calculation (c+e) $0 $0 Part 2: Asset and Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.)
a. Accounts receivable (total net of allowance) $0 b. Accounts receivable over 90 days outstanding (net of allowance) $0 c. Inventory
( Book Market Other (attach explanation)) $0 d Total current assets $0 e. Total assets $0 f. Postpetition payables (excluding taxes) $0
g. Postpetition payables past due (excluding taxes) $0 h. Postpetition taxes payable $0 i. Postpetition taxes past due $0 j. Total postpetition
debt (f+h) $0 k. Prepetition secured debt $0 l. Prepetition priority debt $0 m. Prepetition unsecured debt $0 n. Total liabilities (debt)
(j+k+l+m) $0 o. Ending equity/net worth (e-n) $0 Part 3: Assets Sold or Transferred Current Month Cumulative a. Total cash sales price
for assets sold/transferred outside the ordinary course of business $0 $0 b. Total payments to third parties incident to assets being
sold/transferred outside the ordinary course of business $0 $0 c. Net cash proceeds from assets sold/transferred outside the ordinary
course of business (a-b) $0 $0 Part 4: Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to
Individual Debtors. See Instructions.) a. Gross income/sales (net of returns and allowances) $0 b. Cost of goods sold (inclusive of depreciation,
if applicable) $0 c. Gross profit (a-b) $0 d. Selling expenses $0 e. General and administrative expenses $0 f. Other expenses $0 g. Depreciation
and/or amortization (not included in 4b) $0 h. Interest $0 i. Taxes (local, state, and federal) $0 j. Reorganization items $0 k. Profit
(loss) $0 $0 UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 3 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 Part 5: Professional Fees and Expenses a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative
Debtor's professional fees & expenses (bankruptcy) Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i Paul, Weiss,
Rifkind, Wharton & Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Tay Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc.
Financial Professional $0 $0 $0 $0 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0
$0 $0 vi Kurtzman Carson Consultants L Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv
xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 4 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi lvii lviii lix lx
lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 5 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii
xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional fees & expenses (nonbankruptcy)
Aggregate Total $0 $0 $0 $0 Itemized Breakdown by Firm Firm Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig,
LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $0 $0 $0 $0 v Squire Patton
Boggs (US) LLP Other $0 $0 $0 $0 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii Protiviti Inc. Financial Professional $0 $0 $0 $0
viii Demler Armstrong & Rowland, Other $0 $0 $0 $0 ix Rutan & Tucker, LLP Other $0 $0 $0 $0 x xi xii xiii xiv UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 6 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi xxxvii
xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 7 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii
lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii xcviii UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 8 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 xcix c c. All professional fees and expenses (debtor & committees) $0 $0 $0 $0 Part 6: Postpetition Taxes a.
Postpetition income taxes accrued (local, state, and federal) b. Postpetition income taxes paid (local, state, and federal) c. Postpetition
employer payroll taxes accrued d. Postpetition employer payroll taxes paid e. Postpetition property taxes paid f. Postpetition other taxes
accrued (local, state, and federal) g. Postpetition other taxes paid (local, state, and federal) Part 7: Questionnaire - During this reporting
period: a. Were any payments made on prepetition debt? (if yes, see Instructions) b. Were any payments made outside the ordinary course
of business without court approval? (if yes, see Instructions) c. Were any payments made to or on behalf of insiders? d. Are you current
on postpetition tax return filings? e. Are you current on postpetition estimated tax payments? f. Were all trust fund taxes remitted on
a current basis? g. Was there any postpetition borrowing, other than trade credit? (if yes, see Instructions) h. Were all payments made
to or on behalf of professionals approved by the court? i. Do you have: Worker's compensation insurance? If yes, are your premiums current?
Casualty/property insurance? If yes, are your premiums current? General liability insurance? If yes, are your premiums current? j. Has
a plan of reorganization been filed with the court? k. Has a disclosure statement been filed with the court? l. Are you current with quarterly
U.S. Trustee fees as set forth under 28 U.S.C. § 1930? UST Form 11-MOR (12/01/2021) Current Month Cumulative $0 $0 $0 $0 $0 $0 $0
$0 $0 $0 $0 $0 $0 $0 Yes No Yes No Yes No Yes No Yes No Yes No Yes No Yes No N/A Yes No Yes No N/A (if no, see Instructions) Yes No Yes
No N/A (if no, see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No Yes No
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 9 of 24 Debtor's Name Proterra
Inc Case No. 23-11120 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and wages $0 b. Gross income
(receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the reporting period (a+b+c) $0 e. Payroll
deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other expenses $0 i. Total expenses in the reporting
period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k. List the total amount of all postpetition debts
that are past due $0 l. Are you required to pay any Domestic Support Obligations as defined by 11 Yes No U.S.C § 101(14A)? m. If
yes, have you made all Domestic Support Obligation payments? Yes No N/A Privacy Act Statement 28 U.S.C. § 589b authorizes the collection
of this information, and provision of this information is mandatory under 11 U.S.C. §§ 704, 1106, and 1107. The United States
Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee
will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a
plan of reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a
bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal,
state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation
of law. Other disclosures may be made for routine purposes. For a discussion of the types of routine disclosures that may be made, you
may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated
Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm.
Failure to provide this information could result in the dismissal or conversion of your bankruptcy case or other action by the United
States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its
supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S.
Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 12/21/2023 Title Date UST
Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 10 of 24 Debtor's Name Proterra
Inc Case No. 23-11120
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 10 of 24 Debtor's Name Proterra
Inc Case No. 23-11120
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 10 of 24 Debtor's Name Proterra
Inc Case No. 23-11120
Cautionary Statement Regarding
the Monthly Operating Report The Debtor cautions investors and potential investors not to place undue reliance upon the information
contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating
to any of the securities of the Debtor. The Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared
solely for the purpose of complying with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly
Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting
principles in the United States of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines,
and is subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating
Report has not been subjected to the same level of accounting review and testing that the Debtor applies when preparing its quarterly
and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor
believes that the financial information may be subject to change, and these changes could be material. There can be no assurance that,
from the perspective of an investor or potential investor in the Debtor’s securities, the Monthly Operating Report is complete.
Results and projections set forth in the Monthly Operating Report should not be viewed as indicative of future results.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023
- 11/30/2023 Cash Receipts & Disbursements(1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Cash Receipts Receipts
$ - $ 12,246,616 Other - 46,098 Total Cash Receipts(2) $ - $ 12,292,715 Operating Disbursements Vendor Payments $ - $ (13,333,981) Payroll
& Related - (10,456,515) Rent & Lease Payments - 49,237 Utilities - (243,380) Freight & Shipping - (207,468) Taxes - (299,635)
Insurance - (2,122,557) Engineering/Development Spend - - Total Operating Disbursements $ - $ (26,614,299) Operating Cash Flow $ - $ (14,321,584)
Non-Operating Disbursements Interest & Fees $ - $ - Professional Fees - (13,034,494) Other Restructuring - - Total Non-Operating Disbursements
$ - $ (13,034,494) Total Disbursements $ - $ (39,648,793) Net Cash Flow $ - $ (27,356,078) Cash Roll Forward (3) Beginning Cash Balance
- $ 138,900,788 Net Cash Flow - (27,356,078) Mark-to-Market of Short-Term Investment Account(2) - 441,809 Ending Cash Balance(4) $ - $
111,986,519 (1) All information contained herein is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented
in MOR Part 1(b) corresponds to the sum of Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash
posted for surety bonds and deposits posted to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia
Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 14 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Debtors' Balance Sheet (Unaudited) (1) Proterra Inc. 23-11120
Proterra Operating Company, Inc. 23-11121 ASSETS CURRENT ASSETS N/ Cash and cash equivalents $ - $ 8,508,642 Ac Accounts receivable, net
- 56,601,225 Short term Investments - 90,418,412 Inv Inventory - 248,462,174 N/ Prepaid expenses and other current assets - 29,591,511
N/ Deferred costs of goods sold - 4,652,436 N/ Restricted cash, current(2) - 25,493,269 To TOTAL CURRENT ASSETS $ - $ 463,727,669 N/ Property,
plant, and equipment, net $ - $ 103,657,466 Operating lease right-of-use assets - 13,970,231 N/ Long-term inventory prepayment - - N/
Other assets - 49,733,494 To TOTAL ASSETS $ - $ 631,088,860 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT
LIABILITIES Po Accounts payable $ - $ 4,895,171 Taxes payable - 1,539,629 Po Accrued liabilities - 38,582,525 Po Deferred revenue, current
- 2,827,128 Po Operating lease liabilities, current - - Debt, current - 181,085,522 Derivative liability - - N/ TOTAL CURRENT LIABILITIES
$ - $ 228,929,975 Po Deferred revenue, non-current $ - $ 12,989 Operating lease liabilities, non-current - - Other long-term liabilities
- 6,418,952 N/ TOTAL NON-CURRENT LIABILITIES $ - $ 6,431,941 Pre Liabilities Subject to Compromise $ - $ 206,234,550 N/ TOTAL LIABILITIES
SUBJECT TO COMPROMISE $ - $ 206,234,550 N/ TOTAL LIABILITIES $ - $ 441,596,466 STOCKHOLDERS' EQUITY N/ Common stock $ - $ 22,477 Preferred
stock - - N/ Additional paid-in capital - 1,643,202,507 N/ Accumulated deficit - - Accumulated other comprehensive loss - (1,453,732,590)
N/ TOTAL STOCKHOLDERS' EQUITY $ - $ 189,492,394 N/ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ - $ 631,088,860 (1) All information contained
herein is unaudited and subject to future adjustment. (2) This amount includes $12,433,804 of restricted cash, which is held by Philadelphia
Indemnity Insurance Company as surety collateral.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 15 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Debtors' Statement of Operations (Unaudited) (1) Proterra Inc.
23-11120 Proterra Operating Company, Inc. 23-11121 Net Revenue: N/ Product revenue $ - $ 16,596,438 N/ Parts and other service revenue
- 1,717,035 Gr Total Net Revenue $ - $ 18,313,473 0 Cost of Sales: N/ Product cost of goods sold $ - $ 12,499,488 N/ Parts and other service
cost of goods sold - 10,155,644 Co Total Cost of Sales $ - $ 22,655,132 Gr Gross Profit $ - $ (4,341,659) Ge Research and Development
$ - $ 3,974,669 Sales and Marketing - 1,007,001 De Depreciation and/or amortization - 619,000 Ge Selling, general, and administrative
expense - 26,235,262 0 Gain/(Loss) From Operations $ - $ (36,177,591) Int Interest income/(expense) $ - $ (1,306,337) Gain/(loss) on debt
extinguishment - - Gain/(loss) on valuation of derivative liability - - Ot Other income/(expense), net - 211,732 Re Reorganization items
- (12,242,083) 0 Gain/(Loss) Before Income taxes $ - $ (49,514,279) Ta Income taxes - - Pro Net Gain/(Loss) $ - $ (49,514,279) (1) All
information contained herein is unaudited and subject to future adjustment.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 16 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23-11120)
A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense
- - - - - - Total Accounts Receivable $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/R Aging Current 1 - 30 days
31 - 60 days 61 - 90 days Over 90 days Total A/R Accounts Receivable $ 32,006,248 $ 15,525,574 $ 4,684,567 $ 3,979,526 $ 16,887,531 $
73,083,446 Bad Debt Expense - (1,280,840) (2,988,145) (889,719) (11,323,517) (16,482,221) Total Accounts Receivable $ 32,006,248 $ 14,244,734
$ 1,696,422 $ 3,089,807 $ 5,564,013 $ 56,601,225
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 17 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Postpetition Accounts Payable Balance (Unaudited) Proterra Inc.
(23-11120) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables $ - $ - $ - $ - $ - $ - Tax Payables
- - - - - - Total Post-Petition Payables $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/P Aging Current 1 - 30
days 31 - 60 days 61 - 90 days Over 90 days Total A/P Trade Payables $ 3,279,765 $ 1,223,793 $ 391,614 $ - $ - $ 4,895,171 Tax Payables
1,430,989 37,000 37,000 34,640 - 1,539,629 Total Post-Petition Payables $ 4,710,753 $ 1,260,793 $ 428,614 $ 34,640 $ - $ 6,434,800
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 18 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Bank Account Information Legal Entity Account Type Bank Name
Account Number (last 4 digits) Bank Balance(1) Proterra Operating Company, Inc. Concentration Account Bank of America, N.A. 5378 $ 4,938,125
Proterra Operating Company, Inc. Cash Sweep Account - Lockbox Bank of America, N.A. 0802 - Proterra Operating Company, Inc. Payroll Account
Bank of America, N.A. 0807 1,223,920 Proterra Operating Company, Inc. Zero Balance Account - Operating Bank of America, N.A. 0548 - Proterra
Operating Company, Inc. AP Account Bank of America, N.A. 2116 1,753,988 Proterra Operating Company, Inc. Working Capital Management Account
Merrill Lynch 3373 90,844,863 Proterra Operating Company, Inc. Operating Account Silicon Valley Bank 8094 1 Proterra Operating Company,
Inc. Money Market Account Silicon Valley Bank 2469 475,135 Total Cash [Bank Balance] $ 99,236,031 Less Outstanding Checks (308,977) Total
Cash [Book Balance] $ 98,927,054 Restricted Cash Proterra Operating Company, Inc. Cash Collateral Account Silicon Valley Bank 7619 $ 131,470
Proterra Operating Company, Inc. Adequate Assurance Account Bank of America, N.A. 9582 507,488 Proterra Operating Company, Inc. Self-Insured
Claims Escrow Account Bank of America, N.A. 9587 - Proterra Operating Company, Inc. Professional Fee Escrow Account Bank of America, N.A.
9624 - Proterra Operating Company, Inc. Collateral Account (LC) Bank of America, N.A. 9020 12,420,507 Proterra Operating Company, Inc.
363 Sale Account Bank of America, N.A. 9600 - Proterra Operating Company, Inc. Liquidation Account (Liquidation Proceeds) Bank of America,
N.A. 9605 - Total Restricted Cash(2) $ 13,059,465 (1) All amounts are in USD. (2) Additional restricted cash totaling $12,433,804 is held
by Philadelphia Indemnity Insurance Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 19 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Schedule of Payments to Insiders Item Title Amount Chris Bailey
Chief Business Officer $ 30,829 David S. Black Chief Financial Officer 35,011 Labkhand S. Dadyar Chief People Officer 28,041 Jeffrey D.
Embt Chief Accounting Officer 22,357 Dustin L. Grace Chief Technology Officer 28,906 Gareth T. Joyce Chief Executive Officer 38,600 Jeffrey
E. Mitchell General Counsel 25,855 Julian Soell Chief Operating Officer 31,027 Jill Frizzley Board Member 35,000 Brook Porter Board Member
15,000 Constance Skidmore Board Member 16,250 Jan R. Hauser Board Member 25,000 Jeannine P. Sargent Board Member 16,250 Mary L. Krakauer
Board Member 26,250 Michael D. Smith Board Member 15,000 Roger M. Nielsen Board Member 27,500 Total $ 416,876
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 20 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Bank Reconciliations The Debtors hereby submit this attestation
regarding bank account reconciliations in lieu of providing copies of bank statements, bank reconciliations and journal entries. The Debtors’
standard practice is to ensure that bank reconciliations are completed before closing the books each reporting period. I attest that each
of the Debtors’ bank accounts has been reconciled in accordance with their standard practices. /s/ David S. Black 12/21/2023 Signature
of Authorized Individual Date David S. Black Chief Financial Officer Printed Name of Authorized Individual Title of Authorized Individual
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 21 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Part 7: Question A Were any payments made on prepetition debt?
To the extent any payments were made on account of prepetition claims following the commencement of these Chapter 11 Cases pursuant to
the authority granted to the Debtors by the Bankruptcy Court under the First Day Orders, such payments have been included in the MOR.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 22 of 24 In re: Proterra
Inc. et al. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Part 7: Questions D & E Are you current on postpetition estimated
tax payments? USD 108,640 in taxes are owed to British Columbia Ministry of Finance and Canada Revenue Agency. The Debtors intend to file
the applicable tax retuns and pay these taxes as soon as possible, upon the completion of accounting work by Deloitte, their Canadian
auditor. Pursuant to DI 219 and DI 212, the Debtor intends to engage Deloitte after their OCP application is deemed approved.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 23 of 24 In re: Proterra,
Inc. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Monthly Operating Report - Company Information Debtor's Full-Time Employees
(current): 0 Note: The full employee headcount pertaining to the Debtors is detailed in the MOR for Proterra Operating Inc. This may encompass
certain employment agreements executed with Proterra, Inc.
Case 23-11120-BLS Doc 761 Filed 12/21/23 Page 24 of 24 In re: Proterra,
Inc. Case No.: 23-11120 Reporting Period: 11/01/2023 - 11/30/2023 Monthly Operating Report - Company Information Cautionary Statement
Regarding the Monthly Operating Reports The Company cautions investors and potential investors not to place undue reliance upon the information
contained in the Monthly Operating Reports, which were not prepared for the purpose of providing the basis for an investment decision
relating to any of the securities of the Company. The Monthly Operating Reports are limited in scope, cover a limited time period, and
have been prepared solely for the purpose of complying with the reporting requirements of the Bankruptcy Court. The Monthly Operating
Reports were not audited or reviewed by independent accountants, were not prepared in accordance with generally accepted accounting principles
in the United States of America (“GAAP”), are in a format prescribed by applicable bankruptcy rules and guidelines, and are
subject to future adjustment and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Reports
not been subjected to the same level of accounting review and testing that the Debtors apply when preparing their quarterly and annual
consolidated financial information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtors believe
that the financial information may be subject to change, and these changes could be material. There can be no assurance that, from the
perspective of an investor or potential investor in the Company’s securities, the Monthly Operating Reports are complete. Results
and projections set forth in the Monthly Operating Reports should not be viewed as indicative of future results.
EXHIBIT 99.3
Case 23-11120-BLS Doc 602 Filed
11/21/23 Debtor's Name Proterra Operating Company, inc. Case No. 23-11121 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE
In Re. Proterra Operating Company, Inc. § Case No. 23-11121 § § Lead Case No. 23-11120 Debtor(s) § Jointly Administered
Monthly Operating Report Chapter 11 Reporting Period Ended: 10/31/2023 Petition Date: 08/07/2023 Months Pending: Reporting Method: Industry
Classification: Accrual Basis Cash Basis Debtor's Full-Time Employees (current): 794 Debtor's Full-Time Employees (as of date of order
for relief): 939 Supporting Documentation (check all that are attached): (For jointly administered debtors, any required schedules must
be provided on a non-consolidated basis for each debtor) Statement of cash receipts and disbursements x Balance sheet containing the
summary and detail of the assets, liabilities and equity (net worth) or deficit x Statement of operations (profit or loss statement)
x Accounts receivable aging x Postpetition liabilities aging Statement of capital assets Schedule of payments to professionals x Schedule
of payments to insiders x All bank statements and bank reconciliations for the reporting period xDescription of the assets sold or transferred
and the terms of the sale or transfer x /s/ Andrew L. Magaziner Andrew L. Magaziner Signature of Responsible Party Printed Name of Responsible
Party 11/21/2023 Date Young Conaway Stargatt & Taylor LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic
Report is associated with an open bankruptcy case; therefore, Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies.
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning
of month $143,775,705 b. Total receipts (net of transfers between accounts) $31,060,485 $91,515,699 c. Total disbursements (net of
transfers between accounts) $35,935,401 $90,514,484 d. Cash balance end of month (a+b-c) e. Disbursements made by third party for
the benefit of the estate $0 f. Total disbursements for quarterly fee calculation (c+e) $90,514,484 Part 2: Asset and Liability
Status (Not generally applicable to Individual Debtors. See Instructions.) Current Month a. Accounts receivable (total net of
allowance) $67,466,478 b. Accounts receivable over 90 days outstanding (net of allowance) $20,655,569 c. Inventory ( Book Market
Other (attach explanation)) $253,093,980 d Total current assets $509,024,455 e. Total assets $678,952,788 f. Postpetition payables
(excluding taxes) $49,797,799 g. Postpetition payables past due (excluding taxes) $2,301,809 h. Postpetition taxes payable
$1,399,277 i. Postpetition taxes past due $0 j. Total postpetition debt (f+h) $51,197,076 k. Prepetition secured debt $180,055,707
l. Prepetition priority debt $0 m. Prepetition unsecured debt $209,694,926 n. Total liabilities (debt) (j+k+l+m) $440,947,709 o.
Ending equity/net worth (e-n) $238,005,079 Part 3: Assets Sold or Transferred Current Month Cumulative a.b.c. Part 4: Income
Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.) a.
Gross income/sales (net of returns and allowances) $22,638,601 b. Cost of goods sold (inclusive of depreciation, if applicable)
$30,919,073 c. Gross profit (a-b) $-8,280,472 d. Selling expenses $1,717,759 e. General and administrative expenses $13,885,682 f.
Other expenses $-2,556 g. Depreciation and/or amortization (not included in 4b) $612,527 h. Interest $-1,440,949 i. Taxes (local,
state, and federal) $0 j. Reorganization items $-12,345,319 k. Profit (loss) $-38,285,265 $-4,074,733
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 a. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's
professional fees & expenses (bankruptcy) Aggregate Total $387,833 $387,833 $387,833 $387,833 Itemized Breakdown by Firm Firm
Name Role i Paul, Weiss, Rifkind, Wharton &Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt & Tay Local Counsel $0 $0 $0
$0 iii FTI Consulting, Inc. Financial Professional $0 $0 $0 $0 iv Moelis & Company Financial Professional $0 $0 $0 $0 v KPMG LLP
Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants L Other $387,833 $387,833 $387,833 $387,833 vii viii ix x xi xii
xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv xxxvi
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv
lvi lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii
xciv xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's
professional fees & expenses (nonbankruptcy) Aggregate Total $44,071 $44,071 $44,071 $44,071 Itemized Breakdown by Firm Firm
Name Role i BDO USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash,
Smoa kOther $0 $0 $0 $0 iv Bookoff McAndrews PLLC Other $6,075 $6,075 $6,075 $6,075 v Squire Patton Boggs (US) LLP Other $37,996
$37,996 $37,996 $37,996 vi Womble Bond Dickinson (US) Other $0 $0 $0 $0 vii viii ix x xi xii xiii xiv
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating
Company, inc. Case No. 23-11121 xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii xxxiv xxxv
xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 ii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv
lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi
xcvii xcviii
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 xcix c c. All professional fees and expenses (debtor & committees) $431,954 $431,954
$431,954 $431,954 Part 6: Postpetition Taxes Current Month Cumulative a. Postpetition income taxes accrued (local, state, and
federal) $126,796 $382,627 b. Postpetition income taxes paid (local, state, and federal) $0 $0 c. Postpetition employer payroll
taxes accrued $1,136,818 $2,415,795 d. Postpetition employer payroll taxes paid $634,421 $1,489,646 e. Postpetition property taxes
paid $184,701 $233,273 f. Postpetition other taxes accrued (local, state, and federal) $285,473 $977,116 g. Postpetition other taxes
paid (local, state, and federal) $0 $0 a. Were any payments made on prepetition debt? (if yes, see Instructions) Yes No b. Were any
payments made outside the ordinary course of business without court approval? (if yes, see Instructions) c. Were any payments made
to or on behalf of insiders? d. Are you current on postpetition tax return filings? e. Are you current on postpetition estimated tax
payments? Yes No Yes No Yes No Yes No f. Were all trust fund taxes remitted on a current basis? Yes No g. Was there any postpetition
borrowing, other than trade credit? (if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved
by the court? Yes No Yes No N/A i. Do you have: Worker's compensation insurance? Yes No If yes, are your premiums current? Yes No
N/A (if no, see Instructions) Casualty/property insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see
Instructions) General liability insurance? Yes No If yes, are your premiums current? Yes No N/A (if no, see Instructions) j. Has a
plan of reorganization been filed with the court? Yes No k. Has a disclosure statement been filed with the court? Yes No l. Are you
current with quarterly U.S. Trustee fees as set forth under 28 U.S.C. § 1930? Yes No
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra
Operating Company, inc. Case No. 23-11121 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and
wages $0 b. Gross income (receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the
reporting period (a+b+c) $0 e. Payroll deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other
expenses $0 i. Total expenses in the reporting period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k.
List the total amount of all postpetition debts that are past due $0 l. Are you required to pay any Domestic Support Obligations as
defined by 11 U.S.C § 101(14A)? Yes No m. If yes, have you made all Domestic Support Obligation payments? Yes No N/A Privacy
Act Statement 28 U.S.C. § 589b authorizes the collection of this information, and provision of this information is mandatory
under 11 U.S.C. §§ 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee
assessments under 28 U.S.C. § 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11
debtor's progress through the bankruptcy system, including the likelihood of a plan of reorganization being confirmed and whether
the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the
information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal,
or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be
made for routine purposes. For a discussion of the types of routine disclosures that may be made, you may consult the Executive
Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See
71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http://
www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or conversion
of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. § 1112(b)(4)(F). I declare under penalty of
perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been
authorized to sign this report on behalf of the estate. /s/ David S. Black Signature of Responsible Party Chief Financial Officer
Title David S. Black Printed Name of Responsible Party 11/21/2023 Date
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating
Company, inc. Case No. 23-11121
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating
Company, inc. Case No. 23-11121
Case 23-11120-BLS Doc 602 Filed 11/21/23 Debtor's Name Proterra Operating
Company, inc. Case No. 23-11121
In re: Proterra Inc. et al.
Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023 Cautionary Statement Regarding the Monthly Operating Report The Debtor cautions
investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which
was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Debtor. The
Monthly Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying
with the reporting requirements of the U.S. Bankruptcy Court for the District of Delaware. The Monthly Operating Report was not audited
or reviewed by independent accountants, was not prepared in accordance with generally accepted accounting principles in the United States
of America (“GAAP”), is in a format prescribed by applicable bankruptcy rules and guidelines, and is subject to future adjustment
and reconciliation. Furthermore, the monthly financial information contained in the Monthly Operating Report has not been subjected to
the same level of accounting review and testing that the Debtor applies when preparing its quarterly and annual consolidated financial
information in accordance with GAAP. Accordingly, upon the application of such procedures, the Debtor believes that the financial information
may be subject to change, and these changes could be material. There can be no assurance that, from the perspective of an investor or
potential investor in the Debtor’s securities, the Monthly Operating Report is complete. Results and projections set forth in the
Monthly Operating Report should not be viewed as indicative of future results.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period:
10/01/2023 - 10/31/2023= Cash Receipts & Disbursements(1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121 Cash
Receipts Receipts $ - $ 30,740,926 Other - 74,790 Total Cash Receipts(2) $ - $ 30,815,716 Operating Disbursements Vendor Payments $
- $ (14,615,898) Payroll & Related - (12,916,448) Rent & Lease Payments - (1,549,603) Utilities - (106,063) Freight &
Shipping - (129,680) Taxes - (674,181) Insurance - (442,648) Engineering/Development Spend - (158,900) Total Operating Disbursements
$ - $ (30,593,420) Operating Cash Flow $ - $ 222,296 Non-Operating Disbursements Interest & Fees $ - $ (2,227,652) Professional
Fees - (1,771,829) Other Restructuring - (1,342,500) Total Non-Operating Disbursements $ - $ (5,341,981) Total Disbursements $ - $
(35,935,401) Net Cash Flow $ - $ (5,119,685) Cash Roll Forward (3) Beginning Cash Balance - 143,775,705 Net Cash Flow - (5,119,685)
Mark-to-Market of Short-Term Investment Account(2) - 244,769 Ending Cash Balance(4) $ - $ 138,900,788 (1) All information contained
herein is unaudited and subject to future adjustment. (2) The amount of Total Receipts presented in MOR Part 1(b) corresponds to the
sum of Total Cash Receipts + Mark-to-Market of ST Investment Account. (3) Excludes restricted cash posted for surety bonds and
deposits posted to third parties. (4) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance
Company as surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period:
10/01/2023 - 10/31/2023 Debtors' Balance Sheet (Unaudited) (1) Proterra Inc. 23-11120 Proterra Operating Company, Inc. 23-11121
ASSETS CURRENT ASSETS Cash and cash equivalents $ - $ 10,836,630 Accounts receivable, net - 67,466,478 Short term Investments -
114,977,636 Inventory - 253,093,980 Prepaid expenses and other current assets - 32,590,901 Deferred costs of goods sold - 4,538,504
Restricted cash, current(2) - 25,520,326 TOTAL CURRENT ASSETS $ - $ 509,024,455 Property, plant, and equipment, net $ - $
105,498,187 Operating lease right-of-use assets - 14,765,132 Long-term inventory prepayment - - Other assets - 49,665,014 TOTAL
ASSETS $ - $ 678,952,788 LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT CURRENT LIABILITIES Accounts
payable $ - $ 6,975,179 Taxes payable - 1,399,277 Accrued liabilities - 36,291,895 Deferred revenue, current - 1,076,471 Operating
lease liabilities, current Debt, current Derivative liability - - - 180,055,707 - - TOTAL CURRENT LIABILITIES $ - $ 225,798,529
Deferred revenue, non-current Operating lease liabilities, non-current Other long-term liabilities $ - - - 12,989 - 5,441,265 TOTAL
NON-CURRENT LIABILITIES $ - $ 5,454,254 Liabilities Subject to Compromise $ - $ 209,694,926 TOTAL LIABILITIES SUBJECT TO COMPROMISE
$ - $ 209,694,926 TOTAL LIABILITIES $ - $ 440,947,709 STOCKHOLDERS' EQUITY Common stock $ - $ 22,477 Preferred stock - - Additional
paid-in capital Accumulated deficit Accumulated other comprehensive loss - - - 1,642,200,913 - (1,404,218,310)
TOTAL STOCKHOLDERS' EQUITY $ - $ 238,005,080 TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY $ - $ 678,952,789 (1) All information contained herein is unaudited and subject to future adjustment. (2) This
amount includes $12,433,804 of restricted cash, which is held by Philadelphia Indemnity Insurance Company as surety collateral.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period:
10/01/2023 - 10/31/2023 "In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023 - 10/31/2023"
Debtors' Statement of Operations (Unaudited) (1) Proterra Inc. 23-11120 "Proterra Operating Company, Inc. 23-11121" Net
Revenue: Product revenue $ - $ 19880674 Parts and other service revenue - 2757927 Total Net Revenue $ - $ 22638601 Cost of Sales:
Product cost of goods sold" $ - $ 20937692 Parts and other service cost of goods sold - 9981381 Total Cost of Sales $ - $
30919073 Gross Profit $ - $ -8280472 Research and Development $ - $ 4795804 Sales and Marketing $ - $ 1717759 Depreciation and/or
amortization - 612527 Selling, general, and administrative expense - 9089879 Gain/(Loss) From Operations $ - $ -24496441
"Interest income/(expense) Gain/(loss) on debt extinguishment Gain/(loss) on valuation of derivative liability Other
income/(expense), net" $ "- $ - - -" "(1,440,949) - - (2,556)" Reorganization items - -12345319 Gain/(Loss)
Before Income taxes $ - $ -38285265 Income taxes - - Net Gain/(Loss) $ - $ -38285265 (1) All information contained herein is
unaudited and subject to future adjustment.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period:
10/01/2023 - 10/31/2023 Accounts Receivable Balance (Unaudited) Proterra Inc. (23-11120) A/R Aging Current 1 - 30 days 31 - 60 days
61 - 90 days Over 90 days Total A/R Accounts Receivable $ - $ - $ - $ - $ - $ - Bad Debt Expense - - - - - - Total Accounts
Receivable $ - $ - $ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/R Aging Current 1 - 30 days 31 - 60 days 61 - 90
days Over 90 days Total A/R Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 21,436,995 $ 68,247,904 Bad Debt
Expense - - - - (781,426) (781,426) Total Accounts Receivable $ 31,156,308 $ 5,727,780 $ 4,052,810 $ 5,874,011 $ 20,655,569 $
67,466,479
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Postpetition Accounts Payable Balance (Unaudited) Proterra Inc. (23-11120) A/P Aging Current 1 - 30 days 31 - 60 days 61
- 90 days Over 90 days Total A/P Trade Payables Tax Payables $ - - $ - - $ - - $ - - $ - - $ - - Total Post-Petition Payables $ - $ -
$ - $ - $ - $ - Proterra Operating Company, Inc. (23-11121) A/P Aging Current 1 - 30 days 31 - 60 days 61 - 90 days Over 90 days Total
A/P Trade Payables $ 4,673,370 $ 1,743,795 $ 558,014 $ - $ - $ 6,975,179 Tax Payables 1,203,277 98,000 98,000 - - 1,399,277 Total Post-Petition
Payables $ 5,876,647 $ 1,841,795 $ 656,014 $ - $ - $ 8,374,456
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period:
10/01/2023 - 10/31/2023 Bank Account Information Legal Entity Account Type Bank Name Account Number (last 4 digits) Bank Balance(1)
Proterra Operating Company, Inc. Concentration Account Bank of America, N.A. 5378 $ 3,305,576 Proterra Operating Company, Inc. Cash
Sweep Account - Lockbox Bank of America, N.A. 0802 $ - Proterra Operating Company, Inc. Payroll Account Bank of America, N.A. 0807 $
2,148,463 Proterra Operating Company, Inc. Zero Balance Account - Operating Bank of America, N.A. 0548 $ - Proterra Operating
Company, Inc. AP Account Bank of America, N.A. 2116 $ 5,088,981 Proterra Operating Company, Inc. Working Capital Management Account
Merrill Lynch 3373 $ 115,401,334 Proterra Operating Company, Inc. Operating Account Silicon Valley Bank 8094 $ 1 Proterra Operating
Company, Inc. Money Market Account Silicon Valley Bank 2469 $ 725 Total Cash [Bank Balance] $ 125,945,081 Less Outstanding Checks
(130,815) Total Cash [Book Balance] $ 125,814,266 Restricted Cash Proterra Operating Company, Inc. Cash Collateral Account Silicon
Valley Bank 7619 $ 131,470 Proterra Operating Company, Inc. Adequate Assurance Account Bank of America, N.A. 9582 $ 507,488 Proterra
Operating Company, Inc. Self-Insured Claims Escrow Account Bank of America, N.A. 9587 $ - Proterra Operating Company, Inc.
Professional Fee Escrow Account Bank of America, N.A. 9624 $ - Proterra Operating Company, Inc. Collateral Account (LC) Bank of
America, N.A. 9020 $ 12,447,564 Proterra Operating Company, Inc. 363 Sale Account Bank of America, N.A. 9600 $ - Proterra Operating
Company, Inc. Liquidation Account (Liquidation Proceeds Bank of America, N.A. 9605 $ - Total Restricted Cash(2) $ 13,086,522 (1) All
amounts are in USD. (2) Additional restricted cash totaling $12,433,804 is held by Philadelphia Indemnity Insurance Company as
surety collateral, which is reflected in the Debtors 10/31/23 Balance Sheet.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Schedule of Payments to Insiders Item Title Amount Chris Bailey Chief Business Officer $ 30,829 David S. Black Chief Financial
Officer 35,011 Labkhand S. Dadyar Chief People Officer 27,577 Jeffrey D. Embt Chief Accounting Officer 22,357 Dustin L. Grace Chief Technology
Officer 28,906 Gareth T. Joyce Chief Executive Officer 38,600 Jeffrey E. Mitchell General Counsel 31,027 Julian Soell Chief Operating
Officer 25,855 Jill Frizzley Board Member 35,000 Brook Porter Board Member 15,000 Constance Skidmore Board Member 16,250 Jan R. Hauser
Board Member 25,000 Jeannine P. Sargent Board Member 16,250 Mary L. Krakauer Board Member 26,250 Michael D. Smith Board Member 15,000
Roger M. Nielsen Board Member 27,500 Total $ 416,413
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Bank Reconciliations The Debtors hereby submit this attestation regarding bank account reconciliations in lieu of provi-
ding copies of bank statements, bank reconciliations and journal entries. The Debtors’ standard practice is to ensure that bank
reconciliations are completed before closing the books each reporting period. I attest that each of the Debtors’ bank accounts has
been reconci- led in accordance with their standard practices. /s/ David S. Black 11/21/2023 Signature of Authorized Individual Date David
S. Black Chief Financial Officer Printed Name of Authorized Individual Title of Authorized Individual
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Part 3: Question A, B, C Assets Sold or Transfer Certain de minimis sales were made on October 10th [DI 351].
In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 -
10/31/2023 Part 7: Question A Were any payments made on prepetition debt? To the extent any payments were made on account of prepetition
claims following the commencement of these Chapter 11 Cases pursuant to the authority granted to the Debtors by the Bankruptcy Court under
the First Day Orders, such payments have been included in the MOR.
In re: Proterra Inc. et al. Case No.: 23-11120 Reporting Period: 10/01/2023
- 10/31/2023 Part 7: Questions D & E Are you current on postpetition estimated tax payments? USD 155,600 in PST taxes are owed to
British Columbia Ministry of Finance and USD 40,400 in GST/HST taxes are owed to the Canada Revenue Agency. The Debtors intend to file
the applicable tax retuns and pay these taxes as soon as possible, upon the completion of accounting work by Deloitte, their Canadian
auditor. Pursuant to DI 219 and DI 212, the Debtor intends to engage Deloitte after their OCP application is deemed approved.
In re: Proterra, Inc. Case No.: 23-11120 Reporting Period: 10/01/2023 -
10/31/2023 Monthly Operating Report - Company Information Debtor's Full-Time Employees (current): 0 Note: The full employee headcount
pertaining to the Debtors is detailed in the MOR for Proterra Operating Inc. This may encompass certain employment agreements executed
with Proterra, Inc.
EXHIBIT 99.4
Case 23-11120-BLS Doc 762 Filed
12/21/23 Page 1 of 12 UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In Re. Proterra Operating Company, Inc. Monthly Operating
Report Reporting Period Ended: 11/30/2023 Months Pending: 4 Reporting Method: Accrual Basis Debtor's Full-Time Employees (current): Debtor's
Full-Time Employees (as of date of order for relief): Supporting Documentation (check all that are attached): § Case No. 23-11121
§ § Lead Case No. 23-11120 § Jointly Administered Chapter 11 Petition Date: 08/07/2023 Industry Classification: 3 3 6
1 Cash Basis 787 939 (For jointly administered debtors, any required schedules must be provided on a non-consolidated basis for each
debtor) Statement of cash receipts and disbursements Balance sheet containing the summary and detail of the assets, liabilities and equity
(net worth) or deficit Statement of operations (profit or loss statement) Accounts receivable aging Postpetition liabilities aging Statement
of capital assets Schedule of payments to professionals Schedule of payments to insiders All bank statements and bank reconciliations
for the reporting period Description of the assets sold or transferred and the terms of the sale or transfer /s/ Andrew L. Magaziner
Signature of Responsible Party 12/21/2023 Date Andrew L. Magaziner Printed Name of Responsible Party Young Conaway Stargatt & Taylor
LLP 1000 North King St, Wilmington, DE 19801 Address STATEMENT: This Periodic Report is associated with an open bankruptcy case; therefore,
Paperwork Reduction Act exemption 5 C.F.R. § 1320.4(a)(2) applies. UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 2 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 Part 1: Cash Receipts and Disbursements Current Month Cumulative a. Cash balance beginning of
month $138,900,788 b. Total receipts (net of transfers between accounts) $12,734,524 $104,250,223 c. Total disbursements (net of transfers
between accounts) $39,648,793 $130,163,276 d. Cash balance end of month (a+b-c) $111,986,519 e. Disbursements made by third party for
the benefit of the estate $0 $0 f. Total disbursements for quarterly fee calculation (c+e) $39,648,793 $130,163,276 Part 2: Asset and
Liability Status Current Month (Not generally applicable to Individual Debtors. See Instructions.) a. Accounts receivable (total net of
allowance) $56,601,225 b. Accounts receivable over 90 days outstanding (net of allowance) $5,564,013 c. Inventory ( Book Market Other
(attach explanation)) $248,462,174 d Total current assets $463,727,669 e. Total assets $631,088,860 f. Postpetition payables (excluding
taxes) $52,736,765 g. Postpetition payables past due (excluding taxes) $1,615,406 h. Postpetition taxes payable $1,539,629 i. Postpetition
taxes past due $108,640 j. Total postpetition debt (f+h) $54,276,394 k. Prepetition secured debt $181,085,522 l. Prepetition priority
debt $0 m. Prepetition unsecured debt $206,234,550 n. Total liabilities (debt) (j+k+l+m) $441,596,466 o. Ending equity/net worth (e-n)
$189,492,394 Part 3: Assets Sold or Transferred Current Month Cumulative a. Total cash sales price for assets sold/transferred outside
the ordinary course of business $0 $0 b. Total payments to third parties incident to assets being sold/transferred outside the ordinary
course of business $0 $0 c. Net cash proceeds from assets sold/transferred outside the ordinary course of business (a-b) $0 $0 Part 4:
Income Statement (Statement of Operations) Current Month Cumulative (Not generally applicable to Individual Debtors. See Instructions.)
a. Gross income/sales (net of returns and allowances) $18,313,473 b. Cost of goods sold (inclusive of depreciation, if applicable) $22,655,132
c. Gross profit (a-b) $-4,341,659 d. Selling expenses $1,007,001 e. General and administrative expenses $30,209,931 f. Other expenses
$211,732 g. Depreciation and/or amortization (not included in 4b) $619,000 h. Interest $-1,306,337 i. Taxes (local, state, and federal)
$0 j. Reorganization items $-12,242,083 k. Profit (loss) $-49,514,279 $-53,589,013 UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 3 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 Part 5: Professional Fees and Expenses a. Approved Current Month Approved Cumulative Paid Current
Month Paid Cumulative Debtor's professional fees & expenses (bankruptcy) Aggregate Total $5,309,285 $5,697,168 $5,309,285 $5,697,168
Itemized Breakdown by Firm Firm Name Role i Paul, Weiss, Rifkind, Wharton & Lead Counsel $0 $0 $0 $0 ii Young Conaway Stargatt &
Tay Local Counsel $0 $0 $0 $0 iii FTI Consulting, Inc. Financial Professional $4,750,579 $4,750,579 $4,750,579 $4,750,579 iv Moelis &
Company Financial Professional $0 $0 $0 $0 v KPMG LLP Financial Professional $0 $0 $0 $0 vi Kurtzman Carson Consultants L Other $558,706
$946,589 $558,706 $946,589 vii viii ix x xi xii xiii xiv xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi
xxxii xxxiii xxxiv xxxv xxxvi UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 4 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi
lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv lxxv lxxvi lxxvii lxxvii UST Form 11-MOR
(12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 5 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv
xcv xcvi xcvii xcviii xcix c ci b. Approved Current Month Approved Cumulative Paid Current Month Paid Cumulative Debtor's professional
fees & expenses (nonbankruptcy) Aggregate Total $366,639 $410,710 $366,639 $410,710 Itemized Breakdown by Firm Firm Name Role i BDO
USA, LLP Financial Professional $0 $0 $0 $0 ii Greenberg Traurig, LLP Other $0 $0 $0 $0 iii Ogletree, Deakins, Nash, Smoak Other $34,650
$34,650 $34,650 $34,650 iv Bookoff McAndrews PLLC Other $7,262 $13,336 $7,262 $13,336 v Squire Patton Boggs (US) LLP Other $0 $37,996
$0 $37,996 vi Womble Bond Dickinson (US) Other $7,036 $7,036 $7,036 $7,036 vii Protiviti Inc. Financial Professional $317,691 $317,691
$317,691 $317,691 viii Demler Armstrong & Rowland, Other $0 $0 $0 $0 ix Rutan & Tucker, LLP Other $0 $0 $0 $0 x xi xii xiii xiv
UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 6 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 xv xvi xvii xviii xix xx xxi xxii xxiii xxiv xxv xxvi xxvii xxviii xxix xxx xxxi xxxii xxxiii
xxxiv xxxv xxxvi xxxvii xxxvii xxxix xl xli xlii xliii xliv xlv xlvi xlvii xlviii xlix l li lii liii liv lv lvi UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 7 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 lvii lviii lix lx lxi lxii lxiii lxiv lxv lxvi lxvii lxviii lxix lxx lxxi lxxii lxxiii lxxiv
lxxv lxxvi lxxvii lxxvii lxxix lxxx lxxxi lxxxii lxxxii lxxxiv lxxxv lxxxvi lxxxvi lxxxvi lxxxix xc xci xcii xciii xciv xcv xcvi xcvii
xcviii UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 8 of 12 Debtor's Name Proterra
Operating Company, Inc. Case No. 23-11121 xcix c c. All professional fees and expenses (debtor & committees) $5,675,924 $6,107,878
$5,675,924 $6,107,878 Part 6: Postpetition Taxes a. Postpetition income taxes accrued (local, state, and federal) b. Postpetition income
taxes paid (local, state, and federal) c. Postpetition employer payroll taxes accrued d. Postpetition employer payroll taxes paid e. Postpetition
property taxes paid f. Postpetition other taxes accrued (local, state, and federal) g. Postpetition other taxes paid (local, state, and
federal) Part 7: Questionnaire - During this reporting period: a. Were any payments made on prepetition debt? (if yes, see Instructions)
b. Were any payments made outside the ordinary course of business without court approval? (if yes, see Instructions) c. Were any payments
made to or on behalf of insiders? d. Are you current on postpetition tax return filings? e. Are you current on postpetition estimated
tax payments? f. Were all trust fund taxes remitted on a current basis? g. Was there any postpetition borrowing, other than trade credit?
(if yes, see Instructions) h. Were all payments made to or on behalf of professionals approved by the court? i. Do you have: Worker's
compensation insurance? If yes, are your premiums current? Casualty/property insurance? If yes, are your premiums current? General liability
insurance? If yes, are your premiums current? j. Has a plan of reorganization been filed with the court? k. Has a disclosure statement
been filed with the court? l. Are you current with quarterly U.S. Trustee fees as set forth under 28 U.S.C. § 1930? UST Form 11-MOR
(12/01/2021) Current Month Cumulative $146,543 $529,170 $0 $0 $1,204,418 $3,620,212 $444,396 $1,934,043 $134,936 $368,208 $333,340 $1,310,456
$0 $0 Yes No Yes No Yes No Yes No Yes No Yes No Yes No Yes No N/A Yes No Yes No N/A (if no, see Instructions) Yes No Yes No N/A (if no,
see Instructions) Yes No Yes No N/A (if no, see Instructions) Yes No Yes No Yes No
Case 23-11120-BLS Doc 762 Filed 12/21/23 Page 9 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121 Part 8: Individual Chapter 11 Debtors (Only) a. Gross income (receipts) from salary and wages $0 b. Gross income (receipts) from self-employment $0 c. Gross income from all other sources $0 d. Total income in the reporting period (a+b+c) $0 e.
Payroll deductions $0 f. Self-employment related expenses $0 g. Living expenses $0 h. All other expenses $0 i. Total expenses in the reporting period (e+f+g+h) $0 j. Difference between total income and total expenses (d-i) $0 k. List the total amount of all postpetition debts that are past due $0 l. Are you required to pay any Domestic Support Obligations as defined by 11 Yes No U.S.C SS 101(14A)? m. If yes, have you made all Domestic Support Obligation payments?
Yes No N/A Privacy Act Statement 28 U.S.C. SS 589b authorizes the collection of this information, and provision of this information is mandatory under 11 U.S.C. SS 704, 1106, and 1107. The United States Trustee will use this information to calculate statutory fee assessments under 28 U.S.C. SS 1930(a)(6). The United States Trustee will also use this information to evaluate a chapter 11 debtor's progress through the bankruptcy system, including the likelihood of a plan of
reorganization being confirmed and whether the case is being prosecuted in good faith. This information may be disclosed to a bankruptcy trustee or examiner when the information is needed to perform the trustee's or examiner's duties or to the appropriate federal, state, local, regulatory, tribal, or foreign law enforcement agency when the information indicates a violation or potential violation of law. Other disclosures may be made for routine purposes.
For a discussion of the types of routine disclosures that may be made, you may consult the Executive Office for United States Trustee's systems of records notice, UST-001, "Bankruptcy Case Files and Associated Records." See 71 Fed. Reg. 59,818 et seq. (Oct. 11, 2006). A copy of the notice may be obtained at the following link: http:// www.justice.gov/ust/eo/rules_regulations/index.htm. Failure to provide this information could result in the dismissal or
conversion of your bankruptcy case or other action by the United States Trustee. 11 U.S.C. SS 1112(b)(4)(F). I declare under penalty of perjury that the foregoing Monthly Operating Report and its supporting documentation are true and correct and that I have been authorized to sign this report on behalf of the estate. /s/ David S. Black David S. Black Signature of Responsible Party Printed Name of Responsible Party Chief Financial Officer 12/21/2023 Title Date UST Form 11-MOR (12/01/2021)
Case 23-11120-BLS Doc 762 Filed
12/21/23 Page 10 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121
Case 23-11120-BLS Doc 762 Filed
12/21/23 Page 11 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121
Case 23-11120-BLS Doc 762 Filed
12/21/23 Page 12 of 12 Debtor's Name Proterra Operating Company, Inc. Case No. 23-11121
Cautionary
Statement Regarding the Monthly Operating Report The Debtor cautions investors and potential investors not to place undue reliance
upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an
investment decision relating to any of the securities of the Debtor. The Monthly Operating Report is limited in scope, covers a limited
time period, and has been prepared solely for the purpose of complying with the reporting requirements of the U.S. Bankruptcy Court for
the District of Delaware. The Monthly Operating Report was not audited or reviewed by independent accountants, was not prepared in accordance
with generally accepted accounting principles in the United States of America (“GAAP”), is in a format prescribed by applicable
bankruptcy rules and guidelines, and is subject to future adjustment and reconciliation. Furthermore, the monthly financial information
contained in the Monthly Operating Report has not been subjected to the same level of accounting review and testing that the Debtor applies
when preparing its quarterly and annual consolidated financial information in accordance with GAAP. Accordingly, upon the application
of such procedures, the Debtor believes that the financial information may be subject to change, and these changes could be material.
There can be no assurance that, from the perspective of an investor or potential investor in the Debtor’s securities, the Monthly
Operating Report is complete. Results and projections set forth in the Monthly Operating Report should not be viewed as indicative of
future results.
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