ECD Automotive Design, Inc.: debt financing — ECD Automotive issues $396K convertible note to parent; floor price implies 116M share dilution

ECD Automotive Design, Inc.

Holder (parent) purchased additional senior secured convertible note with principal $395,860 for $360,327.
Note matures December 12, 2026; floor price of $0.0034/share for conversion.
At floor price, note convertible into 116,429,312 shares, subject to 9.99% beneficial ownership cap.
Parent has made loans totaling $12.84 million outstanding as of report date.
Securities issued under Section 4(a)(2) and Rule 506 exemption.

item 1.01 item 2.03 item 3.02 item 3.03 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

ECD Automotive Design, Inc. incurred convertible notes of $395,859.66 with Holder (institutional investor) maturing December 12, 2026.

Instrument: convertible notes
Principal: $395,859.66
Counterparty: Holder (institutional investor)
Maturity: December 12, 2026
Event: incurrence

Exact text from the filing

On March 24, 2026, effective as of March 23, 2026, the Holder exercised its right to purchase additional Notes in the original principal amount of $395,859.66 for a purchase price of $360,326.85.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

ECD Automotive Design, Inc. entered into June 2025 SPA with an institutional investor valued at $395,859.66 (effective 2026-03-23).

Action: entry
Agreement: notes offering
Counterparty: an institutional investor
Value: $395,859.66
Effective: 2026-03-23

Exact text from the filing

As previously disclosed, on June 5, 2025, the Company entered into a securities purchase agreement (the “ June 2025 SPA ”) with an institutional investor (the “ Holder ”) for a series of senior secured convertible notes (“ Notes ”) in an aggregate principal amount of up to $21,972,275.38.

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Source: SEC EDGAR

accession 0001437749-26-010367

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