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: March 31, 2024

☐ 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: 001-41368

1847 HOLDINGS LLC

(Exact name of registrant as specified in its charter)

Delaware		38-3922937
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

590 Madison Avenue, 21st Floor, New York, NY		10022
(Address of principal executive offices)		(Zip Code)

(212) 417-9800

(Registrant’s telephone number, including area code)

N/A

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares		EFSH		NYSE American LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange 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 pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that 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 smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
	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 comply 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 May 10, 2024, there were 5,292,851 common shares of the registrant issued and outstanding.

1847 HOLDINGS LLC

Quarterly Report on Form 10-Q

Period Ended March 31, 2024

TABLE OF CONTENTS

PART I

FINANCIAL INFORMATION

Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	30

PART II

OTHER INFORMATION

Item 1.	Legal Proceedings	31
Item 1A.	Risk Factors	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3.	Defaults Upon Senior Securities	31
Item 4.	Mine Safety Disclosures	31
Item 5.	Other Information	31
Item 6.	Exhibits	32

PART I

FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

1847 HOLDINGS LLC

UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

		Page
Condensed Consolidated Balance Sheets as of March 31, 2024 (Unaudited) and December 31, 2023		2
Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2024 and 2023 (Unaudited)		3
Condensed Consolidated Statements of Shareholders’ Deficit for the Three Months Ended March 31, 2024 and 2023 (Unaudited)		4
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2024 and 2023 (Unaudited)		6
Notes to Condensed Consolidated Financial Statements (Unaudited)		7

1847 HOLDINGS LLC

CONDENSED CONSOLIDATED BALANCE SHEETS

	March 31, 2024		December 31, 2023
	(Unaudited)
ASSETS

Current Assets
Cash and cash equivalents	$	577,608	$	731,944
Receivables, net		6,128,310		7,463,199
Contract assets		62,646		80,398
Inventories, net		7,675,213		7,601,444
Prepaid expenses and other current assets		1,551,471		897,696
Current assets of discontinued operations		-		1,939,951
Total Current Assets		15,995,248		18,714,632

Property and equipment, net		1,576,290		1,810,144
Operating lease right-of-use assets		3,563,493		3,818,498
Long-term deposits		153,735		153,735
Intangible assets, net		4,783,740		4,974,348
Goodwill		9,808,335		9,808,335
Non-current assets of discontinued operations		-		88,505
TOTAL ASSETS	$	35,880,841	$	39,368,197

LIABILITIES AND SHAREHOLDERS’ DEFICIT

Current Liabilities
Accounts payable and accrued expenses	$	13,020,669	$	12,194,676
Contract liabilities		2,735,171		3,308,098
Due to related parties		193,762		193,762
Current portion of operating lease liabilities		1,067,395		1,038,978
Current portion of finance lease liabilities		176,312		178,906
Current portion of notes payable, net		5,559,851		2,545,953
Current portion of convertible notes payable, net		3,267,183		3,614,142
Related party note payable		578,290		578,290
Derivative liabilities		1,146,145		1,389,203
Warrant liabilities		5,392,700		-
Current liabilities of discontinued operations		-		3,097,215
Total Current Liabilities		33,137,478		28,139,223

Operating lease liabilities, net of current portion		2,655,317		2,932,686
Finance lease liabilities, net of current portion		560,681		605,242
Notes payable, net of current portion		217,045		239,181
Convertible notes payable, net of current portion		23,209,118		23,052,078
Revolving line of credit, net		3,642,460		3,647,511
Deferred tax liability, net		731,000		758,000
Non-current liabilities of discontinued operations		-		34,965
TOTAL LIABILITIES		64,153,099		59,408,886

Shareholders’ Deficit
Series A senior convertible preferred shares, no par value, 4,450,460 shares designated; 45,455 and 226,667 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively		38,177		190,377
Series B senior convertible preferred shares, no par value, 583,334 shares designated; 11,457 and 91,567 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively		30,235

SEC Form 10-Q filed by 1847 Holdings LLC