EX-99.1 2 ex_892899.htm EXHIBIT 99.1 PRESS RELEASE DATED NOVEMBER 20, 2025 ex_892899.htm

Exhibit 99.1

 

ECD Automotive Design Reports Third Quarter 2025 Financial Results, Highlighting Product Diversification, Cost Reductions, and Operational Efficiency Initiatives

 

Product Lineup Now Includes Bespoke Porsche 911 Builds and Modern Defender & INEOS Grenadier Enhancements

 

KISSIMMEE, Fla., November 20, 2025 -- ECD Automotive Design, Inc. (“ECD” or the “Company”) (NASDAQ: ECDA), the world’s largest Land Rover and Jaguar restoration company known for its custom luxury builds, including bespoke Defenders, Range Rovers, Jaguar E-Types, Ford Mustangs and Toyota FJs, announced today its financial results for the third quarter ended September 30, 2025.

 

Third Quarter Highlights

 

 

Revenue was $5.8 million in the third quarter of 2025, compared to $6.4 million in the third quarter of 2024

 

 

Gross loss was $1.7 million in the third quarter of 2025, compared to gross profit of $2.0 million in the third quarter of 2024; primarily reflecting the completion of legacy builds, that are not expected to recur, and elevated tariff-related costs.

 

 

Net income was $2.2 million in the third quarter of 2025, compared to a net loss of $2.6 million in the third quarter of 2024, reflecting a non-cash gain related to the conversion of debt into preferred stock.

 

 

Continued execution of the Company’s cost-containment plan to right-size the cost structure and support disciplined growth, more than $1 million in annualized savings expected.

 

Recent Business Highlights

 

 

New collaborative line with the Chelsea Truck Company for modern Land Rover Defender and INEOS Grenadier builds enhances utilization of manufacturing resources and broadens the Company’s total addressable market.

 

 

Award-winning Porsche 911 marks ECD’s entry into the Porsche restoration and customization market through its Boutique Division.

 

Management Commentary

 

Speaking on the results for the quarter, Scott Wallace, CEO & Co-Founder of ECD, stated, “During the third quarter, we made significant progress in strengthening ECD’s operational foundation and right-sizing our cost structure to support disciplined, long-term growth. While our financial results reflect the impact of completing legacy builds and tariff-related headwinds, we exited the quarter leaner, more agile, and with a focus on profitability and execution.

 

“Our ongoing cost-containment efforts, first announced in June, are expected to result in a measurable impact, with more than $1 million in annualized savings coming from headcount and overhead reductions. Importantly, these changes were made thoughtfully, preserving our craftsmanship and production capabilities. We maintained our commitment to build quality and customer experience while ensuring the underlying operations of the business are set up for greater consistency and scalability.

 

“At the same time, we invested in our future by diversifying our product lineup and strengthening our brand position through innovation. The recently announced collaboration with Chelsea Truck Company expands our addressable market with more affordably priced and tastefully upgraded modern Defender and INEOS Grenadiers broadening our product mix with faster-turn, capital-efficient builds that leverage existing manufacturing capacity. In October, our first Porsche 911 build was completed, representing an exciting new avenue for growth, and was met with immediate validation at its car show debut, taking home Best in Show - European Modified Division at the 2025 Festivals of Speed.

 

“We believe the groundwork laid in the third quarter of 2025 will translate into improved financial performance and sustained value creation as we close out 2025 and look ahead to 2026”, concluded Mr. Wallace.

 

 

Third Quarter 2025 Financial Results

 

Revenue: ECD reported third quarter revenue of $5.8 million compared to $6.4 million for the prior year.

 

Gross Profit/Loss: ECD reported third quarter loss of $1.7 million compared to profit of $2.0 million for the prior year. This was primarily driven by a non-recurring labor and consumable release as a result of completing aged builds.

 

Operating expenses: Total expenses during the third quarter were $3.4 million, a $0.8 million increase from the prior-year period, primarily related to increased legal fees along with a recognition of a lease.

 

Operating loss: Operating loss reported during the third quarter was $5.0 million, a $4.4 million increase from the prior-year period. Increased loss was driven by reduced gross margin and increases in general and administrative costs.

 

Net Income: Net income reported during the third quarter was $2.2 million, a $4.8 million increase from the prior-year period loss. This is primarily driven by non-cash fair value adjustments.

 

Non-GAAP Adjusted EBITDA: Adjusted EBITDA, reported during the third quarter was negative $4.7 million, a $4.2 million increase from the prior-year period.

 

 

Earnings Call and Webcast

 

Management will host the conference call.

 

Date: Monday, November 24, 2025

 

Time: 4:30 PM Eastern Time (1:30 PM Pacific Time)

 

U.S. dial-in number: 877-407-4018

 

International number: 201-689-8471

 

Webcast: 3Q 2025 Webcast Link

 

The Company will also provide a link at https://ecdautodesign.com/ecd-investors/. Please call the conference telephone number 5-10 minutes prior to the start time.

 

A telephonic replay of the conference call will also be available through December 8, 2025.

 

Toll-free replay number: 844-512-2921

 

International replay number: 412-317-6671

 

Replay passcode: 13757341

 

About ECD Auto Design

 

ECD, a public company trading under ECDA on the Nasdaq, is a creator of restored luxury vehicles that combines classic English beauty with modern performance. Currently, ECD restores Land Rover Defenders, Land Rover Series IIA, the Range Rover Classic, the Jaguar E-Type and we have recently added Ford Mustang and Toyota FJ. Historically, each vehicle produced by ECD was fully bespoke, a one-off that is designed by the client through an immersive luxury design experience and hand-built from the ground up in 2,200 hours by master-certified Automotive Service Excellence ("ASE") craftsmen. The Company was founded in 2013 by three British "gear heads' whose passion for classic vehicles is the driving force behind exceptionally high standards for quality, custom luxury vehicles. ECD's global headquarters, known as the "Rover Dome," is a 100,000-square-foot facility located in Kissimmee, Florida that is home to 98 staff with 67 talented craftsmen and technicians, who hold a combined 66 ASE and three master level certifications. ECD has an affiliated logistics center in the U.K. where its employees work to source and transport 25-year-old work vehicles back to the U.S. for restoration. For more information, visit www.ecdautodesign.com.

 

About Non-GAAP Financial Measures

 

The Company believes that EBITDA (earnings before interest, taxes, depreciation and amortization) is useful to investors because it is commonly used to evaluate companies on the basis of operating performance and leverage.

 

EBITDA is not intended to represent cash flows for the periods presented, nor have they been presented as an alternative to operating income or as an indicator of operating performance and should not be considered in isolation or as a substitute for measures of performance prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). In accordance with SEC Regulation G, the non-GAAP measurements in this press release have been reconciled to the nearest GAAP measurement, which can be viewed under the heading “Reconciliation of Net Income (loss) from Operations to EBITDA” in the financial tables included in this press release.

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release includes express or implied statements that are not historical facts and are considered forward-looking within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act. Forward-looking statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance and may contain projections of our future results of operations or of our financial information or state other forward-looking information. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing,” “attempting,” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. The forward-looking statements in this press release are only predictions. We have based these forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. Forward-looking statements involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. You should carefully consider the risks and uncertainties that affect our business, including those described in our filings with the Securities and Exchange Commission (“SEC”), including under the caption “Risk Factors” in our Annual Report on Form 10-K filed for the year ended December 31, 2024 with the SEC, which can be obtained on the SEC website at www.sec.gov. These forward-looking statements speak only as of the date of this communication. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements, whether as a result of any new information, future events or otherwise. You are advised, however, to consult any further disclosures we make on related subjects in our public announcements and filings with the SEC.

 

Investor Relations
investorrelations@ecdautodesign.com

 

 

 

ECD AUTOMOTIVE DESIGN, INC

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

September 30,

December 31,

 

2025

2024

         

ASSETS

       

Current assets:

       

Cash and cash equivalents

$

157,682

$

1,476,850

Accounts receivable, net

 

847,559

 

45,022

Inventories

 

3,789,194

 

11,181,806

Prepaid and other current assets

 

1,847,940

 

239,864

Total current assets

 

6,642,375

 

12,943,542

         

Goodwill

 

1,291,098

 

1,291,098

Property and equipment, net

 

413,651

 

483,878

Intangible asset, net

 

5,250

 

12,000

Right-of-use assets

 

4,033,985

 

3,404,983

Deposit

 

60,200

 

60,200

TOTAL ASSETS

$

12,446,559

$

18,195,701

         

LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS DEFICIT

       

Current liabilities:

       

Accounts payable

$

2,902,327

$

2,494,664

Accrued expenses

 

1,333,958

 

1,686,598

Customer deposits and deferred revenue

 

6,893,657

 

11,802,825

Lease liability, current

 

535,248

 

1,212,000

Floor plan payable

 

85,000

 

353,612

Other payables

 

899,075

 

1,364,222

Total current liabilities

 

12,649,265

 

18,913,921

         

Lease liability, non-current

 

3,856,963

 

3,373,571

Convertible notes, net of debt discount

 

9,350,860

 

14,085,932

Warrant liabilities, at fair value

 

28,225

 

486,559

Conversion option, at fair value

 

17

 

313,191

Total liabilities

 

25,885,330

 

37,173,174

         

Series A preferred stock, $0.0001 par value, 20,000,000 authorized shares; 375 and 162 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

 

2

 

1

         

Stockholders’ deficit:

       

Common stock, $0.0001 par value, 1,000,000,000 authorized shares; 1,539,644 shares and 912,262 shares issued and outstanding as of September 30, 2025 and December 31, 2024, respectively

 

154

 

91

Additional paid-in capital

 

12,906,451

 

2,580,057

Other comprehensive income

 

(6,696)

 

(6,696)

Accumulated deficit

 

(26,338,682)

 

(21,550,926)

Total Stockholders’ Deficit

 

(13,438,773)

 

(18,977,474)

TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT

$

12,446,559

$

18,195,701

 

 

ECD AUTOMATIVE DESIGN, INC.

 

Unaudited Condensed Consolidated Statements of Operations

 

 

 

Three Months Ended

 

Nine Months Ended

 

September 30,

 

September 30,

 

2025

2024

 

2025

2024

Revenue, net

$

5,783,182

6,440,049

 

$

19,220,445

19,884,213

Cost of goods sold (exclusive of depreciation expense shown below)

 

7,454,187

4,432,509

   

17,738,434

14,296,197

Gross profit (loss)

 

(1,671,005)

2,007,540

   

1,482,011

5,588,016

               

Operating expenses:

             

Advertising and marketing expenses

 

168,925

258,138

   

741,307

886,119

General and administrative expenses

 

3,212,259

2,363,570

   

10,280,293

6,768,386

Provision for credit losses

 

13,028

-

   

42,536

8,033

Depreciation and amortization expenses

 

25,856

27,263

   

76,977

102,362

Total operating expenses

 

3,420,068

2,648,971

   

11,141,113

7,764,900

               

Loss from operations

 

(5,091,073)

(641,431)

   

(9,659,102)

(2,176,884)

               

Other income (expense)

             

Interest expense

 

(3,082,464)

(1,401,829)

   

(7,044,791)

(3,844,653)

Change in fair value of warrant liabilities

 

(27,636)

(118,336)

   

491,691

(570,381)

Change in fair value of conversion option liabilities

 

1,203

(124,752)

   

362,192

(361,611)

Gain on conversion of debt to preferred stock

 

10,479,055

-

   

10,912,936

-

Gain on forgiveness of payable

 

-

319,899

   

-

319,899

Foreign exchange loss

 

(12,355)

(1,534)

   

(21,184)

(12,054)

Resale commissions income

 

39,375

20,000

   

100,975

105,100

Other income (expense), net

 

(73,250)

(306,048)

   

(330,473)

(80,236)

Total other income (expense), net

 

7,323,928

(1,612,600)

   

4,471,346

(4,443,936)

               

Income (loss) before income taxes

 

2,232,855

(2,254,031)

   

(5,187,756)

(6,620,820)

Income tax benefit (expense)

 

-

(315,487)

   

400,000

(838,055)

               

Net income (loss)

$

2,232,855

(2,569,518)

 

$

(4,787,756)

(7,458,875)

               

Net income (loss) per common share, basic

$

1.56

(3.03)

 

$

(4.41)

(9.15)

Net income (loss) per common share, diluted

$

0.60

(3.03)

 

$

(4.41)

(9.15)

Weighted average number of common shares outstanding, basic

 

1,433,042

847,560

   

1,084,761

814,917

Weighted average number of common shares outstanding, diluted

 

5,322,729

847,560

   

1,084,761

814,917

               

Net income (loss)

$

2,232,855

(2,569,518)

 

$

(4,787,756)

(7,458,875)

Foreign currency translation gain (loss)

 

1,665

482

   

-

482

Comprehensive income (loss)

$

2,234,520

(2,569,036)

 

$

(4,787,756)

(7,458,393)

 

           

ECD AUTOMOTIVE DESIGN, INC

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

Nine Months Ended

 

September 30,

 

2,025

 

2,024

Cash flows from operating activities:

         

Net (loss) income

$

(4,787,756)

 

$

(7,458,875)

Adjustments to reconcile net income to net cash provided by (used in) operating activities

         

Depreciation and amortization expense

 

76,977

   

102,362

Gain on FV conversion of debt to preferred stock

 

(10,912,936)

   

-

Change in fair value of warrant liabilities

 

(491,691)

   

570,381

Change in fair value of conversion option liabilities

 

(362,192)

   

361,611

Gain on forgiveness of payable

 

-

   

(319,899)

Noncash lease expense

 

442,867

   

266,866

Income tax (benefit) expense

 

(400,000)

   

-

Amortization of debt discount

 

3,008,128

   

1,460,301

Share-based compensation

 

2,317,469

   

294,459

Provision for credit losses

 

42,536

   

8,033

Paid in kind interest

 

3,312,972

   

-

Inventory write off

 

353,377

   

-

Changes in operating assets and liabilities:

         
           

Accounts receivable

 

(845,073)

   

(25,424)

Inventories

 

7,039,235

   

(933,924)

Prepaid and other current assets

 

(626,562)

   

(478,803)

Deposit

 

-

   

17,486

Deferred tax asset

 

-

   

838,055

Accounts payable

 

1,582,731

   

1,131,040

Accrued expenses

 

(311,425)

   

1,343,424

Deferred revenue

 

(4,909,168)

   

(4,162,712)

Other payables

 

(65,147)

   

(233,097)

Deferred tax liability

 

-

   

-

Lease liability

 

(406,840)

   

18,728

Net cash used in operating activities

 

(5,942,498)

   

(7,199,988)

           

Cash flows from investing activities:

         

Disposal of asset

 

-

   

6,718

Purchase of assets

 

-

   

(23,764)

Net cash used in investing activities

 

-

   

(17,046)

           

Cash flows from financing activities:

         

Repayment of floor plan payable

 

(1,685,836)

   

(920,000)

Proceeds from floor plan payable

 

557,458

   

1,677,000

Proceeds from convertible note

 

3,372,020

   

1,154,681

Proceeds from notes payable

 

3,399,300

   

-

Debt issuance costs

 

(445,227)

   

(382,212)

Repayment of notes payable

 

(1,514,286)

   

-

Proceeds from sale of Series C Convertible Preferred Stock

 

939,900

   

-

Issuance of common stock

 

-

   

1,145,000

Net cash provided by financing activities

 

4,623,329

   

2,674,469

           

Effect of translation changes on cash

 

-

   

482

           

Net (decrease) increase in cash and cash equivalents

 

(1,319,169)

   

(4,542,083)

Cash and cash equivalents, beginning of year

 

1,476,850

   

8,134,211

Cash and cash equivalents, end of period

$

157,681

 

$

3,592,128

 

 

 

ECD AUTOMOTIVE DESIGN, INC

ADJUSTED EBITDA (Non GAAP)

 

   

Three Months Ended

 

Nine Months Ended

   

September 30,

 

September 30,

   

2025

 

2024

 

2025

 

2024

Net income (loss)

 

$

2,232,855

 

$

(2,569,518)

 

$

(4,787,756)

 

$

(7,458,875)

Excluding:

                       

Interest expense

   

3,082,464

   

1,401,829

   

7,044,791

   

3,844,653

Income tax (benefit) expense

   

-

   

315,487

   

(400,000)

   

838,055

Equity compensation expense

   

369,375

   

37,500

   

1,909,555

   

294,459

Non-recurring professional fees

   

-

   

108,476

   

-

   

547,854

Gain on FV conversion of debt to preferred stock

   

(10,479,055)

   

-

   

(10,912,936)

   

-

Other (income) expense, net

   

73,250

   

286,048

   

330,473

   

(24,864)

Change in FV of warrant liabilities

   

27,636

   

118,336

   

(491,691)

   

570,381

Change in FV of conversion option liabilities

   

(1,203)

   

124,752

   

(362,192)

   

361,611

Gain on forgiveness of payable

   

-

   

(319,899)

   

-

   

(319,899)

Foreign exchange loss

   

12,355

   

1,534

   

21,184

   

12,054

Depreciation

   

25,856

   

27,263

   

76,977

   

102,362

Adjusted EBITDA

 

$

(4,656,467)

 

$

(468,192)

 

$

(7,571,595)

 

$

(1,232,209)