ECD Automotive Design Inc 2025年季度报告

FORM10-Q (Mark one)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedSeptember 30,2024 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 ECD AUTOMOTIVE DESIGN, INC. (Exact name of registrant as specified in its charter) Securities registered pursuant to Section 12(b) of the Act: Name of each exchange on whichregistered Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted andposted pursuant to Rule 405 of Regulation S-T(§232.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☒Emerging growth company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes☐No☒ As of March 24, 2025, the registrant had35,385,662shares of common stock issued and outstanding. PagePART1– FINANCIAL INFORMATIONItem 1.Financial Statements (Unaudited)1Condensed Consolidated Balance Sheets as of September 30, 2024 (unaudited) and December 31, 20231Unaudited Condensed Consolidated Statements of Operations for the Three and Nine Months EndedSeptember 30, 2024 and 20232Unaudited Condensed Consolidated Statements of Changes in Stockholders’ Deficit for the Three and NineMonths Ended September 30, 2024 and 20233Unaudited Condensed Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 20234Notes to Unaudited Condensed Consolidated Financial Statements5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations39Item 3.Quantitative and Qualitative Disclosures about Market Risk62Item 4.Control and Procedures62PARTII– OTHER INFORMATION63Item 1.Legal Proceedings63Item 1A.Risk Factors63Item 2.Unregistered Sales of Equity Securities and Use of Proceeds63Item 3.Defaults Upon Senior Securities63Item 4.Mine Safety Disclosures63Item 5.Other Information63Item 6.Exhibits64SIGNATURES66 PART I – FINANCIAL INFORMATION ECD AUTOMOTIVE DESIGN, INCCONDENSED CONSOLIDATED BALANCE SHEETS LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICITCurrent liabilities: Accounts payable$2,116,547$898,445Accrued expenses1,637,997779,695Deferred revenue12,028,14916,190,861Lease liability, current343,821314,903Floor plan payable757,000-Other payable1,681,0911,549,863Total current liabilities18,564,60519,733,767 Redeemable preferred stock, $0.0001par value,20,000,000authorized shares;6,500and25,000shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively13 ECD AUTOMOTIVE DESIGN, INCUNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ECD AUTOMOTIVE DESIGN, INCUNAUDITED CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS ECD AUTOMOTIVE DESIGN, INCNOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS NOTE 1. NATURE OF OPERATIONS ECD Automotive Design, Inc (the “Company,” “ECD,” “we,” “us,” or “our), formerly known as EF Hutton Acquisition Corporation I(“EFHAC”) (the Company) is engaged in the production and sale of Land Rover vehicles. Since the Company’s commencement ofoperations in 2013, they have established a facility geared towards producing the most customized Land Rovers with the highestquality of parts and the highest quality labor force building each vehicle. The Company primarily earns revenue from the sale of thecustomized vehicle directly to the customer. Additionally, revenue is generated from providing repair or upgrade services to customersand from the sale of extended warranties. On December 12, 2023, ECD completed the business combination contemplated by the merger agreement dated as of March 3, 2023(the “Merger Agreement”) by and among EFHAC, Humble Imports Inc., d/b/a ECD Auto Design, a Florida corporation (“Humble” or“ECD”), ECD