Revenue Performance - Revenue for the year ended December 31, 2024, increased 29% to a record $25.2 million, compared to $19.5 million in 2023[11] - Revenue for the year ended December 31, 2024, increased to $25,165,733, up 29% from $19,492,606 in 2023[31] - Fourth quarter 2024 revenues increased 10% to $5.3 million, compared to $4.8 million in the same quarter of 2023[18] Profitability - Gross profit for 2024 was $5.9 million, representing 23.4% of revenue, up from $4.5 million or 23.2% of revenue in 2023[12] - Gross profit rose to $5,887,947, representing a 30% increase from $4,522,923 in the previous year[31] - Net loss for 2024 was ($10.8) million, or $(0.32) per diluted share, compared to a net loss of ($1.2) million, or $(0.05) per diluted share in 2023[14] - Net loss for 2024 was $(10,771,451), compared to a net loss of $(1,178,906) in 2023, reflecting a substantial decline in profitability[31] - Adjusted EBITDA for 2024 was a loss of ($3.6) million, compared to an Adjusted EBITDA gain of $1.8 million in 2023[15] - Adjusted EBITDA for 2024 was $(3,558,474), a decrease from an adjusted EBITDA of $1,812,290 in 2023[36] Operating Expenses - Operating expenses for the year ended December 31, 2024, were $10.4 million, compared to $6.1 million in 2023, primarily due to higher general and administrative expenses[13] - Operating expenses totaled $10,436,687, a significant increase of 73% compared to $6,058,757 in 2023[31] - The company reported a significant increase in advertising and marketing expenses, which rose to $1,171,696, up 83% from $641,831 in 2023[31] Cash and Assets - Cash and equivalents on December 31, 2024, were $1.5 million, down from $8.1 million on December 31, 2023[16] - Cash and cash equivalents decreased to $1,476,850 in 2024 from $8,134,211 in 2023, a decline of 82%[34] - Total current assets decreased to $12,943,542 in 2024 from $17,775,983 in 2023, a decline of 27%[34] Liabilities - Total liabilities increased to $37,173,174 in 2024, up from $34,144,401 in 2023, indicating a rise of 6%[34] Business Operations - The company completed approximately 12 vehicles in 2024, with revenue recognition for these vehicles expected in the first half of 2025[9] - ECD plans to expand its retail presence with new locations, including a 'store within a store' in West Palm Beach, enhancing customer engagement and customization opportunities[10] Shareholder Information - The weighted average number of common shares outstanding increased to 33,505,605 in 2024 from 24,875,667 in 2023, an increase of 35%[31] Quarterly Performance - Gross profit in the fourth quarter of 2024 was $0.3 million, down from $1.2 million in the same year-ago quarter, impacted by a non-cash $1.1 million write-down[19]

Financial Performance - Revenue for the years ended December 31, 2024 and 2023 was $25.1 million and $19.5 million, respectively, representing a year-over-year increase of approximately 28.7%[307] - The company reported a net loss of $10.8 million for 2024 compared to a net loss of $1.2 million for 2023, indicating a significant increase in losses[307] - Adjusted EBITDA decreased by $5.4 million for the year ended December 31, 2024, compared to the previous year, primarily due to increased public company costs and expenses related to financial statement restatements[334] - The Company reported a net loss of $(10,771,451) for the year ended December 31, 2024, compared to a net loss of $(1,178,906) for the year ended December 31, 2023[333] - Net revenue for the year ended December 31, 2024, was $25,165,733, representing a 29.1% increase from $19,492,606 in 2023[352] - Gross profit increased to $5,887,947 in 2024, a 30.2% increase from $4,522,923 in 2023, with gross margin percentage rising to 23.4%[356] - Total operating expenses rose to $10,436,687 in 2024, a 72.3% increase from $6,058,757 in 2023, driven by higher advertising and general administrative expenses[359] - Interest expense surged to $5,270,404 in 2024, a 706.6% increase from $653,429 in 2023, primarily due to accrued interest on convertible notes[363] Business Operations - The company completed a business combination on December 12, 2023, resulting in the issuance of 26,500,000 shares of common stock and 25,000 shares of preferred stock as part of the merger consideration[314] - The company operates a logistics center in the UK to source and transport over-25-year-old work vehicles for restoration[310] - The Company has 105 employees, including 67 craftsmen and technicians, as of December 31, 2024[310] - The company experienced significant supply chain disruptions due to the COVID-19 pandemic, impacting operations and leading to the production of six fewer vehicles in 2020 compared to budget[324] - Vehicle builds accounted for 98.4% of total revenue in 2024, with an increase in average selling price per vehicle by $33,808 contributing $338,080 to revenue growth[354] Financing Activities - The December 2023 Convertible Note was issued for a principal amount of $15,819,209, with an interest rate of Prime + 5% per annum, and a maturity date of December 12, 2026[313] - The Company executed a senior secured convertible note in August 2024 for a principal amount of $1,154,681, net of a debt discount of $363,718, and issued 300,000 shares of Common Stock[373] - In January 2025, the Company entered into a securities purchase agreement for a loan of $1,724,100 and issued 500,000 shares of Common Stock[374] - The Company entered into a Business Loan and Security Agreement on February 20, 2025, receiving a term loan of $1,575,000, with total interest accruing to $661,500[416] - A new business loan agreement was established on April 4, 2025, with a principal amount of $1,824,300, accruing interest of $638,505[418] - The net proceeds from the new loan were used to pay off the previous Agile Loan amounting to $1,749,300[419] Customer and Revenue Management - Customer deposits amounted to $8,130,324 as of December 31, 2024, indicating reliance on customer funding for working capital[368] - Deferred revenue for completed vehicles not yet titled was $3,672,501 as of December 31, 2024[368] - The Company generates revenue through product sales, service revenue, and warranty revenue, with product revenue recognized upon customer payment and delivery[337] Strategic Initiatives - The Company plans to open new marketing channels in 2025, including outreach events and collaborations with market influencers[329] - The Company introduced the Jaguar E-type in 2022 and added the Ford Mustang and Toyota FJ to its lineup in 2024, targeting higher price points and gross margins[328] - The Company has expanded its manufacturing facility in Kissimmee, Florida, leasing 100,000 sq. ft. for 125 months to enhance production efficiencies[327] Compliance and Governance - The Company is currently working to regain compliance with Nasdaq Listing Rules after receiving notices regarding market value and filing delinquency[420][425] - ECD appointed Benjamin Piggott as Chief Financial Officer on September 16, 2024, following the resignation of Raymond Cole[455] - ECD appointed Barton CPA PLLC as the independent registered public accounting firm for the year ending December 31, 2024[464] - Keven Kastner was appointed as Chief Revenue Officer on November 11, 2024, to drive sales and manage revenue streams[457] Future Outlook - The Company has determined that its liquidity condition raises substantial doubt about its ability to continue as a going concern for the next twelve months[377] - The Company plans to use its current cash position and collections from accounts receivable to fund ongoing operations[378]

Financial Performance - Revenue for the nine months ended September 30, 2024, was $19.9 million, a 35.5% increase from $14.7 million in the same period of 2023[189]. - The company reported a net loss of $7.5 million for the nine months ended September 30, 2024, compared to a net income of $0.5 million for the same period in 2023[189]. - Net revenue for the three months ended September 30, 2024, was $6,440,049, representing a 30.0% increase from $4,954,277 in the same period of 2023[234]. - For the nine months ended September 30, 2024, net revenue was $19,884,213, a 35.3% increase from $14,698,260 in the same period of 2023[248]. - The net loss for the nine months ended September 30, 2024, was $(7,458,875), representing a 1,461.4% increase from $(477,698) in 2023[248]. - For the nine months ended September 30, 2024, total net revenues increased by $5,185,953, or 35.3%, compared to the same period in 2023, driven primarily by an increase in average selling price per vehicle[249]. - Vehicle builds accounted for 98.6% of total revenue for the nine months ended September 30, 2024, with a revenue increase of $5,036,479, or 34.6%, compared to the prior year[249]. - Gross profit for the Builds category rose by $2,567,020, or 75.2%, with gross profit margin improving from 23.2% to 30.1%[251]. - Adjusted EBITDA for the three months ended September 30, 2024, decreased by $179,931 compared to the same period in 2023, driven by increased costs associated with being a public company[216]. - For the nine months ended September 30, 2024, adjusted EBITDA decreased by $0.7 million compared to the same period in 2023, despite an increase in gross profit from higher average selling prices and units sold[217]. Operational Developments - The company operates a 100,000-square-foot facility in Kissimmee, FL, with 102 employees, including 72 craftsmen and technicians[192]. - The company aims to become the world's best Land Rover customization and production facility, focusing on fully-customized luxury vehicles[188]. - The company plans to expand its manufacturing facility by adding an additional 10,000 sq. ft. in the second half of 2024 to accommodate storage for delivery-ready vehicles[210]. - The company introduced the Jaguar E-type in 2022, which has a higher price point and gross margin compared to traditional models, and plans to leverage the assets from the recent acquisition to produce Mustangs in 2024 and 2025[211]. - The company has opened new marketing channels in 2024, including outreach events and expanding into international markets such as Europe and Canada[212]. - The company’s North Line operated at full capacity in 2022, completing four to five full builds per month, and continues to explore opportunities to reduce costs and improve efficiencies[209]. - The company anticipates sufficient resources to operate during 2024, focusing on cash flow management[209]. Expenses and Financial Obligations - Operating expenses rose to $2,642,467, an increase of 111.3% compared to $1,250,797 in the prior year, driven by significant increases in sales and marketing expenses and general and administrative expenses[240]. - General and administrative expenses increased by $1,224,898, primarily due to public company costs, including higher salaries and professional fees related to financial statement restatements[241]. - Total operating expenses increased by $3,846,996, or 98.2%, for the nine months ended September 30, 2024, primarily due to higher advertising and general administrative expenses[252]. - Advertising and marketing expenses surged by $579,293, or 188.8%, reflecting increased promotional activities in response to higher online traffic[253]. - Interest expense surged to $(1,401,829) for the three months ended September 30, 2024, a dramatic increase of 30,893.3% from $(4,523) in 2023[243]. - Interest expense increased by $3,840,130, or 84,902.3%, for the nine months ended September 30, 2024, primarily due to accrued interest on convertible notes[256][258]. - The company has committed to pay $14,500 per month for the first four months and $12,500 per month thereafter under a consulting agreement with an investor relations firm[304]. - Future lease obligations total $5,018,219, with $140,638 due in 2024 and $3,274,183 due in 2028 and beyond[276]. Mergers and Acquisitions - ECD Automotive Design, Inc. completed a merger with EF Hutton Acquisition Corporation I on December 12, 2023, resulting in a name change and new capital structure[193][195]. - The total consideration for the merger included 26.5 million shares of common stock, 25,000 shares of preferred stock, and a cash payment of $2 million[197]. - The company entered into an Amended and Restated Asset Purchase Agreement to acquire assets related to vehicle builds for up to $1.25 million, including a trademark, with a base price of $950,000 and an additional $300,000 for new vehicle builds[203]. - The company issued 1,250,000 shares of common stock on August 11, 2024, following the completion of the asset purchase agreement[204]. Cash Flow and Liquidity - Cash and cash equivalents stood at $3,592,128 as of September 30, 2024, with a need for additional capital over the next twelve months to fund operations[265][268]. - Net cash used in operating activities was $7,199,988 for the nine months ended September 30, 2024, primarily due to a decrease in deferred revenue and an increase in inventory[270]. - Financing activities provided cash of $2,674,469 for the nine months ended September 30, 2024, mainly from proceeds of the August 2024 Convertible Note[274]. Compliance and Regulatory Matters - The company expects general and administrative expenses to increase in absolute terms to support continued growth and comply with public company regulations[227]. - The company has experienced varying levels of inflation impacting product and labor costs, but inflation did not materially affect operations for the three and nine months ended September 30, 2024, or 2023[277]. - The company does not typically experience seasonality in its operations[279]. - The company has no uncertain tax positions requiring adjustment to the consolidated financial statements, with a reserve of zero as of September 30, 2024, and 2023[295]. Revenue Recognition - The company recognizes revenue when it transfers promised goods or services, with a single performance obligation in contracts for vehicle sales[284]. - Approximately 50% of the total contract consideration is received upfront and recorded as deferred revenue, with the remaining 50% billed upon completion of the vehicle build[286]. - The company provides for estimated warranty costs at the time revenue is recognized, influenced by historical warranty costs per vehicle[290].

Financial Performance - Revenues increased 129% to a record $8.9 million in Q2 2024, compared to $3.9 million in Q2 2023[2] - Gross profit rose to $2.8 million, maintaining a gross margin of 31.8% in Q2 2024, consistent with the same quarter last year[5] - Net loss for Q2 2024 was ($0.9 million), or $(0.03) per diluted share, compared to net income of $36,000 in Q2 2023[6] - Adjusted EBITDA improved to $0.4 million in Q2 2024, up from $9,000 in the same quarter last year[2] - The company reaffirms full year 2024 revenue guidance of $33.0 million, representing an increase of approximately 108% from $15.1 million in 2023[4] Operating Expenses - Operating expenses increased to $2.7 million in Q2 2024, primarily due to higher general and administrative costs[5] Asset and Liability Changes - Total assets decreased from $25,292,622 in 2023 to $21,745,192 in 2024, a decline of approximately 14.4%[11] - Current assets fell from $19,967,521 in 2023 to $16,290,771 in 2024, representing a decrease of about 18.4%[11] - Total liabilities decreased from $35,311,672 in 2023 to $33,833,656 in 2024, a reduction of approximately 4.2%[11] - Accounts payable increased from $768,808 in 2023 to $1,104,896 in 2024, an increase of about 43.7%[11] - Deferred revenue decreased from $17,596,512 in 2023 to $11,467,622 in 2024, a decline of approximately 34.9%[11] Cash Position - Cash and equivalents on June 30, 2024, were $5.6 million, down from $8.1 million on December 31, 2023[6] - Cash and cash equivalents decreased from $8,134,211 in 2023 to $5,660,684 in 2024, a decline of approximately 30.4%[11] Equity and Deficit - The accumulated deficit increased from $(10,022,240) in 2023 to $(12,523,613) in 2024, reflecting a worsening financial position[11] - The company reported an increase in equity compensation expense to $139,459 for the three months ended June 30, 2024, compared to $0 in 2023[12] Product Expansion - The company expanded its product lineup by adding classic Toyota FJs through a licensing agreement with Black Dog Trading[2] - ECD has also acquired assets from 'Brand New Muscle Car', adding classic Mustangs to its offerings[3] Strategic Goals - The company aims to maximize its existing footprint while exploring growth opportunities in the classic car ecosystem[3]

Financial Performance - Revenue for the six months ended June 30, 2024, was $17.2 million, a significant increase from $6.6 million in the same period of 2023, representing a growth of approximately 160%[123] - The company reported a net loss of $2.5 million for the six months ended June 30, 2024, compared to a net loss of $1.1 million for the same period in 2023[123] - Adjusted EBITDA increased by $0.4 million for the three months ended June 30, 2024, compared to the same period in 2023, driven by an increase in average selling price per vehicle of $46,604[142] - Net revenues for the three months ended June 30, 2024, reached $8,872,003, a 129.4% increase from $3,867,903 in the same period of 2023[156] - For the six months ended June 30, 2024, net revenue increased by 161.3% to $17,180,042, with vehicle builds contributing 94.3% of total revenue[167] - Gross profit for the six months ended June 30, 2024, was $5,294,237, a 245.4% increase compared to the same period in 2023, with a gross profit margin of 30.8%[169] Operating Expenses - Total operating expenses increased by 116.4% to $2,699,789 for the three months ended June 30, 2024, compared to $1,247,313 in the same period of 2023[156] - Operating expenses for the six months ended June 30, 2024, totaled $5,267,797, reflecting a 95.4% increase from the prior year[170] - General and administrative expenses rose by $1,166,938, attributed to public company costs, including higher salaries and professional fees[160] - General and administrative expenses increased by $2,027,376 for the six months ended June 30, 2024, compared to the same period in 2023, primarily due to public company costs[172] - Selling and marketing expenses increased by $407,684 for the six months ended June 30, 2024, due to higher advertising and promotional activities[171] Debt and Financing - The company entered into a Securities Purchase Agreement on October 6, 2023, issuing a senior secured convertible note for a principal amount of $15,819,209, with an interest rate of Prime + 5%[129] - The convertible note has a maturity date of December 12, 2026, and includes an original issue discount of $2,119,209 and debt issuance costs of $3,088,883[131] - Interest expense increased by $1,151,548 for the three months ended June 30, 2024, due to accrued interest on the Convertible Note[163] - Interest expense increased by $2,122,325 for the six months ended June 30, 2024, primarily due to accrued interest and amortization of debt issuance costs[174] - The Company issued a Senior Secured Convertible Note with an aggregate principal amount of $15,819,209 on December 12, 2023, which is subject to certain events of default[209] Asset Acquisition and Investments - The company agreed to purchase assets from BNMC Continuation Cars LLC for up to $1.25 million, including a trademark, with a base price of $950,000 plus potential additional payments for new vehicle builds[132] - The Company entered into a securities purchase agreement on August 9, 2024, agreeing to a loan of $1,154,681 and will receive $1,000,000 in proceeds from the August Note[217] - The aggregate purchase price for the A&R Asset Purchase Agreement was fixed at $1,250,000, payable through the issuance of 1,250,000 shares valued at $1.00 per share[224] Production and Operations - The company operates from a 100,000-square-foot facility in Kissimmee, FL, employing 89 staff, including 72 craftsmen and technicians[125] - The company entered into a lease agreement for a 100,000 sq. ft. manufacturing facility in Kissimmee, Florida, enhancing production efficiency and planning to increase production capacity by 20% in 2023[138] - The company is planning to add a third production area focused on iconic American vehicles in 2024[139] - Vehicle builds accounted for 90.0% of total revenue for the three months ended June 30, 2024, compared to 98.9% in the same period of 2023, with a revenue increase of $4,164,874[157] Market Expansion and Strategy - The company plans to leverage the assets from the acquisition of Bran New Muscle Car (BNMC) to produce Mustangs, resulting in 6 Mustang contracts[139] - The company plans to expand into international markets, including Europe, Canada, and the United Arab Emirates, as part of its growth strategy[140] Cash Flow and Liquidity - Cash and cash equivalents stood at $5,660,684 as of June 30, 2024, with a primary source of operating funds from cash receipts and loan proceeds[178] - Net cash used in operating activities was $3,722,837 for the six months ended June 30, 2024, primarily due to a decrease in deferred revenue and an increase in prepaid and other current assets[180] - Financing activities provided cash of $1,296,000 for the six months ended June 30, 2024, primarily related to proceeds net of repayments of floor loans[184] Challenges and Risks - The company has faced challenges due to global supply chain disruptions and price increases in materials, impacting operations during the COVID-19 pandemic[136] - The company has experienced varying levels of inflation impacting product and labor costs but did not have a material impact on operations for the six months ended June 30, 2024[185] Customer Obligations - As of June 30, 2024, the company had customer deposits amounting to $7,120,378 and $8,373,028 of contract consideration allocated to a performance obligation not yet completed[175]

Internal Control and Compliance - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were not effective due to a material weakness in internal control over financial reporting[74]. - Management plans to implement remediation steps to improve disclosure controls, including enhancing access to accounting literature and considering additional staff with requisite experience[75]. - There were no material changes in internal control over financial reporting from January 1, 2024, to March 31, 2024, that materially affected internal control[76]. - The company did not file its Annual Report on Form 10-K for the year ended December 31, 2023, within the required timeframe, which constitutes an event of default under the Series A Convertible Preferred Stock[97]. - The company intends to negotiate a default waiver agreement with the holder of the Series A Convertible Preferred Stock, but there are no assurances of success[97]. - The Company has experienced events of default related to the Convertible Note and Series A Convertible Preferred Stock due to failure to file required reports and restate financial statements[264]. - The Company is in discussions to negotiate a default waiver agreement with the lender under the Convertible Note and Series A Convertible Preferred Stock[264]. Financial Performance - Revenue for Q1 2024 was $8,308,039, a significant increase of 207% compared to $2,707,326 in Q1 2023[110]. - Gross profit for Q1 2024 was $2,476,939, compared to $304,092 in Q1 2023, reflecting a gross margin improvement[110]. - Net loss for Q1 2024 was $1,550,304, compared to a net loss of $1,122,566 in Q1 2023[110]. - The net loss for 2024 was $1,550,304, compared to a net loss of $1,122,566 in 2023, representing an increase in losses of approximately 38.3%[113]. - Cash used in operating activities for 2024 was $2,513,112, up from $1,109,809 in 2023, indicating a significant increase of approximately 126.5%[113]. - Operating expenses for Q1 2024 totaled $2,568,008, up from $1,449,035 in Q1 2023[110]. - The company reported a deferred revenue decrease of $3,612,867 in 2024, compared to an increase of $1,015,270 in 2023[113]. - The company generated revenue primarily from the sale of customized Land Rover vehicles and related services, with a focus on high-quality parts and labor[118]. Assets and Liabilities - Total current assets decreased to $16,821,064 as of March 31, 2024, from $19,967,521 at the end of 2023[108]. - Total liabilities as of March 31, 2024, were $32,875,464, down from $35,311,672 at the end of 2023[108]. - The accumulated deficit increased to $(11,572,544) as of March 31, 2024, from $(10,022,240) at the end of 2023[112]. - Cash and cash equivalents at the end of the period were $5,560,321, compared to $2,325,882 at the end of 2023, reflecting an increase of approximately 139.5%[113]. - The company had a working capital deficit of approximately $1.3 million as of March 31, 2024[121]. - Inventory as of March 31, 2024, was reported at $10,914,086, down from $11,799,304 as of December 31, 2023, indicating a reduction of approximately 7.5%[150]. Shareholder Information - The company had 31,899,662 shares of common stock issued and outstanding as of March 31, 2024[105]. - The weighted average number of common shares outstanding for Q1 2024 was 31,896,640, compared to 24,000,000 in Q1 2023[110]. - The company issued 39,000 shares of Series A Convertible Preferred Stock convertible into common stock as part of a transaction closed on October 11, 2023[222]. - At March 31, 2024, there were 31,899,662 shares of common stock issued and outstanding, an increase from 31,874,662 shares at the end of 2023[221]. - The company has 11,500,000 Public Warrants and 257,500 Private Warrants outstanding as of March 31, 2024, both with an exercise price of $11.50 per share[225]. Business Operations and Strategy - The merger completed on December 12, 2023, resulted in ECD becoming a wholly-owned subsidiary of EFHAC, with the merger treated as a reverse recapitalization[114][115]. - The business combination completed on December 12, 2023, involved a total consideration of 26,500,000 shares of common stock, 25,000 shares of preferred stock, and a cash payment of $2,000,000 to former security holders of Humble[182][183]. - The Company entered into an Amended and Restated Asset Purchase Agreement to purchase certain assets for up to $1.25 million, with a base price of $950,000 plus additional amounts for new vehicle builds[260]. - The Company plans to issue 100,000 fully paid up non-forfeitable shares of restricted common stock in the second quarter of 2024[240]. - The Company expects to issue 25,000 shares of restricted common stock to an investor relations firm if investors hold 2.5 million or more shares within six months of the agreement[241]. Accounting and Reporting Standards - The company is classified as an emerging growth company, allowing it to delay the adoption of new accounting standards[131]. - The company adopted ASU No. 2022-04 effective January 1, 2023, enhancing transparency around supplier finance programs, with no material impact on financial statements[176]. - The company is evaluating the impact of ASU 2023-07 on segment reporting disclosures, effective for fiscal years beginning after December 15, 2023[178][179]. - The company plans to adopt ASU 2021-08 on January 1, 2024, with no expected impact on its financial statements[177]. - The Company’s financial statements are prepared in accordance with generally accepted accounting principles, requiring estimates and assumptions that could impact reported amounts[272]. Marketing and Advertising - Advertising and marketing costs for the three months ended March 31, 2024, were $343,409, compared to $105,220 for the same period in 2023, representing an increase of about 226%[155]. - A marketing services agreement was established with Outside The Box Capital Inc., involving the issuance of 100,000 shares valued at $100,000 for services rendered[267].

Financial Performance - ECD's net revenue for the year ended December 31, 2023, was $15.1 million, a 22.8% increase from $12.3 million in 2022[282]. - The company reported a net loss of $1.6 million for 2023, compared to a net loss of $1.5 million in 2022[282]. - Net revenues for the year ended December 31, 2023, were $15,123,596, an increase of $2,779,851 or 22.5% compared to $12,343,745 in 2022[323]. - Gross profit for the year ended December 31, 2023, was $4,249,238, representing a significant increase of $2,554,361 or 150.7% from $1,694,877 in 2022[323]. - Adjusted EBITDA for the year ended December 31, 2023, was $1,094,498, an increase of $2.4 million compared to a loss of $1,329,582 in 2022, primarily driven by improved gross margins[304]. - The net loss for the year ended December 31, 2023, was $1,602,013, a 9.8% increase from a net loss of $1,459,050 in 2022[323]. - Total operating expenses for the year ended December 31, 2023, were $5,884,778, an increase of $2,227,947 or 60.9% compared to $3,656,831 in 2022[331]. - General and administrative expenses rose by $1,955,090 to $5,240,230 in 2023, driven by growth and costs associated with being a public company[333]. - Interest expense surged to $653,429 in 2023 from $19,000 in 2022, reflecting a significant increase of 3339.1%[323]. - Warranty revenue increased by 891.1% to $118,886 in 2023, compared to $11,995 in 2022[325]. - Total other income (loss) for the year ended December 31, 2023, was $(481,917), a decrease of 195.8% compared to an income of $502,904 in 2022[335]. Production and Operations - ECD's production increased by approximately 20% in 2023 utilizing one shift[299]. - Vehicle builds accounted for 98.7% of total revenue in 2023, up from 97.8% in 2022, with a revenue increase of $2,857,667 attributed to higher production efficiency[325]. - The average selling price per vehicle increased by $24,697, contributing over 60% to the gross profit increase[304]. - ECD plans to expand its manufacturing facility by adding 10,000 sq. ft. in the second half of 2024 to accommodate storage needs[299]. - The company introduced the Jaguar E-type in 2022, which has a higher price point and gross margin compared to traditional models[300]. Financial Position and Liquidity - Cash and cash equivalents as of December 31, 2023, were $8,134,211, with a working capital of $198,824, compared to a working capital deficit of $5,333,679 in 2022[344]. - Financing activities provided cash of $10,182,107 for the year ended December 31, 2023, primarily from proceeds of the Convertible Note[347]. - Operating activities used cash of $5,007,963 for the year ended December 31, 2023, primarily due to increases in inventory and debt issuance costs[345]. - The company has determined that its sources of liquidity will be sufficient to meet financing requirements for the next twelve months[343]. - Future lease obligations total $5,435,283, with the largest obligation of $557,703 due in 2024[350]. Corporate Developments - The merger with EF Hutton Acquisition Corporation I was completed on December 12, 2023, resulting in the company changing its name to ECD Automotive Design, Inc.[286]. - The company entered into a Securities Purchase Agreement on October 6, 2023, issuing a senior secured convertible note for $15,819,209[289]. - The Company issued a Senior Secured Convertible Note with an aggregate principal amount of $15,819,209 on December 12, 2023, which is subject to certain events of default[377]. - ECD plans to open new marketing channels in 2024, including outreach events and expanding its presence in international markets[301]. Tax and Deferred Assets - The Company has no deferred tax asset valuation allowance as of December 31, 2023, indicating a lack of expected future taxable income to offset tax loss carryforwards[373]. - The Company recognized a deferred tax asset resulting in deferred tax income of $515,444 for the year ended December 31, 2023[337]. - The Company evaluates the realizability of deferred tax assets quarterly, considering various factors including historical taxable income and potential tax planning strategies[372]. - The Company has determined that its sources of liquidity will be sufficient to meet financing requirements for the next twelve months[343]. - As of December 31, 2023, the Company's reserve related to uncertain tax positions was zero, reflecting no adjustments needed in the consolidated financial statements[370]. Challenges and Risks - The Company reported a cumulative pre-tax loss for the three-year period ended December 31, 2023, indicating ongoing financial challenges[373]. - The Company plans to negotiate a default waiver agreement with the lender of the Convertible Note, which could significantly impact its financial position if not successful[377]. - Resale commission income decreased by 84.0% from $539,659 in 2022 to $86,370 in 2023 as the company focused on increasing capacity in building new vehicles[336]. - For the year ended December 31, 2023, depreciation expense increased by $84,659 due to additional depreciation related to the new Kissimmee facility[334]. - The fair value of financial instruments approximates their carrying amounts due to the short maturity of these instruments[374].

Financial Performance - For the three months ended September 30, 2023, the company reported a net loss of $221,388, with operating costs amounting to $614,235[146]. - As of September 30, 2023, the company had a working capital deficit of $3,196,054[153]. - The company has not generated any revenues to date and does not expect to do so until after completing a business combination[145]. - Net income (loss) per common stock is computed by dividing net loss by the weighted average number of common stock outstanding for the period[165]. Initial Public Offering - The company completed its Initial Public Offering on September 13, 2022, raising gross proceeds of $115,000,000 from the sale of 11,500,000 units at $10.00 per unit[139]. - The company incurred $4,950,750 in initial public offering related costs, including $4,025,000 in deferred underwriting fees[141]. Business Combination - A merger agreement was entered into on March 3, 2023, with Humble Imports Inc., which will result in Humble becoming a wholly-owned subsidiary of the company[142]. - The company plans to issue 25,100,000 shares of common stock and a cash payment of $2,000,000 in connection with the merger with Humble[143]. - The company has until December 13, 2023, to complete a business combination, or until March 13, 2024, if an extension is granted[156]. - The company may need to raise additional capital through loans or investments to finance transaction costs related to the business combination[155]. Financial Position - As of September 30, 2023, the company had marketable securities in its trust account totaling $37,746,019, including $2,150,284 of interest income[151]. - The company classifies public shares subject to redemption outside of permanent equity due to the redemption provisions not being solely within its control[163]. - The company recognizes changes in redemption value immediately and adjusts the carrying value of redeemable shares to equal the redemption value at the end of each reporting period[164]. Accounting Policies - The company adopted ASU No. 2020-06 upon its incorporation, which simplifies the accounting for convertible instruments, with no material impact on the financial statements[166]. - The company adopted ASU 2016-13 on January 1, 2023, which requires financial assets measured at amortized cost to be presented at the net amount expected to be collected, with no material impact on its financial statements[167]. Market Conditions - The company does not believe that inflation had a material impact on its business, revenues, or operating results during the period presented[170]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from various reporting requirements[171]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards, allowing it to adopt standards at the same time as private companies[172]. - The company is a smaller reporting company and is not required to provide certain market risk disclosures[173].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-41497 EF HUTTON ACQUISITION CORPORATION I (Exact name of registrant as specified in its charter) | Delaware | 86-2559175 | | --- ...

Financial Performance - For the three months ended March 31, 2023, the company reported a net loss of $339,791, primarily due to $1,333,155 in operating costs[118]. - Cash used in operating activities for the three months ended March 31, 2023, was $92,377, with a net loss of $339,791 offset by interest income from marketable securities[120]. - As of March 31, 2023, the company had marketable securities in its trust account totaling $118,498,801, which includes $2,348,801 of interest income[121]. Initial Public Offering - The company completed its Initial Public Offering on September 13, 2022, raising gross proceeds of $115 million from the sale of 11,500,000 units at $10.00 per unit[113]. - The company has incurred $4,950,750 in initial public offering related costs, including $4,025,000 in deferred underwriting fees[115]. Business Combination - The company entered into a Merger Agreement on March 3, 2023, with Humble Imports Inc., which will result in the company becoming a wholly-owned subsidiary of the parent[116]. - The company intends to use substantially all funds in the trust account to complete its business combination, with remaining proceeds for working capital[122]. - The company has until June 13, 2023, to complete a business combination, or until March 13, 2024, if the extension is utilized[126]. Financial Position - As of March 31, 2023, the company had cash held outside the trust account of $237,336, intended for evaluating target businesses and due diligence[123]. - The company has no long-term debt obligations or off-balance sheet financing arrangements as of March 31, 2023[127]. Accounting Standards - The company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[137]. - Management does not believe that any recently issued accounting standards will materially affect the unaudited condensed consolidated financial statements[138]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards, aligning its adoption with private companies[142]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[143]. Economic Impact - Inflation did not have a material impact on the company's business, revenues, or operating results during the reported period[140]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to take advantage of certain reporting exemptions[141].