8-K
1847 Holdings LLC (LBRA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported): March
31, 2026
| 1847 Holdings LLC | ||
|---|---|---|
| (Exact name of registrant as specified in its charter) | ||
| Delaware | 001-41368 | 38-3922937 |
| --- | --- | --- |
| (State or other jurisdiction<br><br>of incorporation) | (Commission File Number) | (IRS Employer <br><br>Identification No.) |
| 260 Madison Avenue, 8th Floor, New York, NY | 10016 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) | |
| (212) 417-9800 | ||
| --- | ||
| (Registrant's telephone number, including area code) | ||
| (Former name or former address, if changed since last report.) | ||
| --- |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act: None
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.02 | Results of Operations and Financial Condition**.** |
|---|
On March 31, 2026, 1847 Holdings LLC (the “Company”) issued a press release regarding its financial results for the year ended December 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this report.
The Company is making reference to non-GAAP financial information in the press release. A reconciliation of GAAP to non-GAAP results is provided in the press release.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.
| Item 9.01 | Financial Statements and Exhibits. |
|---|
(d) Exhibits
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press Release issued on March 31, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: March 31, 2026 | 1847 HOLDINGS LLC | |
|---|---|---|
| /s/ Ellery W. Roberts | ||
| Name: | Ellery W. Roberts | |
| Title: | Chief Executive Officer |
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Exhibit 99.1
1847 Holdings Reports Audited 2025 Results with207% Revenue Growth to $48.3 Million; Net Income of $66.5 Million and Adjusted EBITDA of $9.8 Million
CMD Generated $40.5 Million in 2025 Revenue,Representing 32% Year-Over-Year Growth Compared with CMD’s Full-Year 2024 Pro Forma Revenue, Which Reflects the Full Year of CMDOperations for Comparability
CMD’s 2025 Adjusted EBITDA Increased to$14.3 Million from $7.7 Million in the Prior Year on a Pro Forma Basis, a 84% Year-Over-Year Increase
CMD Management Noted a Record Bid Pipeline Exceeding$160 Million
Kyle’s Generated $6.6 Million in 2025Revenue, Up 24% from $5.3 Million in 2024. Adjusted EBITDA More Than Doubled $1.1 Million from $0.6 Million
Gross Profit Increased to $23.9 Million from$7.8 Million, a 208% Year-Over-Year Increase
NEWYORK, NY / March 31, 2026 / 1847 Holdings LLC (OTC: LBRA) (“1847” or the “Company”), a diversified acquisition holding company focused on identifying and monetizing overlooked, deep-value businesses, today announced results for fiscal year 2025, which include audited financial statements, as reflected in the independent auditor’s report within the Form 10-K filed with the U.S. Securities and Exchange Commission.
Consolidated 2025 Financial Highlights:
| 2025 | ||||
|---|---|---|---|---|
| Revenues | 48.3 million | 15.7 million | +207% | |
| Gross Profit | 23.9 million | 7.8 million | +208% | |
| Operating Income (Loss) | 4.0 million | (12.0) million | +$16.0 million | |
| Net Income (Loss) from Continuing Operations | 66.5 million | (106.8) million | +$173.3 million | |
| Total Adjusted EBITDA | 9.8 million | (3.3) million | +$13.1 million |
All values are in US Dollars.
Ellery W. Roberts, CEO of 1847 Holdings, commented, “Throughout 2025, our operating companies delivered meaningful progress, with CMD emerging as a key contributor to overall performance. Revenue at CMD grew by roughly 32% year-over-year (on a pro forma basis) to approximately $40.5 million, reflecting solid growth driven by expanded operations and sustained market demand. Profitability also improved, as Adjusted EBITDA increased to approximately $14.3 million compared to approximately $7.7 million in pro forma Adjusted EBITDA in the prior year, which we believe underscores the business’s ability to scale efficiently and generate stronger earnings as it grows.
Entering 2026, CMD is supported by recent contract awards and a substantial pipeline exceeding $160 million, the largest in CMD’s history, providing increased visibility into future revenue opportunities. However, there can be no assurance that pending bids will result in contract awards or revenue. Continued geographic expansion and deeper relationships with national homebuilders are expected to further support this trajectory.”
“We are also evaluating potential strategic alternatives for CMD that reflect its strong market position, financial performance, and growth trajectory. We are considering several options, ranging from a refinancing to a potential sale of CMD at what we believe would be an attractive valuation, with the goal of retiring our convertible debt. We believe this is the right time to explore opportunities that could unlock significant value for our shareholders and that we are well-positioned to achieve an optimal outcome.”
“Across the broader portfolio, performance trends remain encouraging, while ongoing efforts to streamline the corporate structure have reduced overhead and improved capital allocation. Kyle’s continued to deliver strong growth and improved profitability, while we are actively repositioning WOLO and ICD to capture new opportunities in e-commerce logistics and high-growth construction markets, respectively. We believe a that stronger operating base, enhanced efficiency, and an expanding pipeline position the Company to continue executing its strategy of building, scaling and optimizing strong niche businesses.”
During the year, we took decisive action to streamline our structure and reduce overhead, lowering operating expenses and sharpening our focus on execution and growth across our subsidiaries. We believe that strong momentum across our operating companies, combined with an expanding pipeline and a more efficient structure, positions 1847 to drive sustained growth and long-term shareholder value,” concluded Mr. Roberts.
2025 Financial Summary
Revenues increased by $32,561,982, or 207%, to $48,272,312 for the year ended December 31, 2025, as compared to $15,710,330 for the year ended December 31, 2024.
Cost of revenues was $24,354,373 for the year ended December 31, 2025, as compared to $7,937,588 for the year ended December 31, 2024.
Personnel costs were $8,174,368 for the year ended December 31, 2025, as compared to $6,538,872 for the year ended December 31, 2024.
Professional fees were $4,363,982 for the year ended December 31, 2025, as compared to $6,896,438 for the year ended December 31, 2024.
Total operating expenses were $44,290,600 for the year ended December 31, 2025, compared to $27,708,574 for year ended December 31, 2024. This resulted in income from operations of $3,981,712, compared to a loss of $11,998,244 a year ago.
Total other income, net, was $64,852,245 for the year ended December 31, 2025, compared to an other expense, net, of $95,508,010 for year ended December 31, 2024, mainly due to a gain on change in fair value of warrant liabilities of $76,904,488, partially offset by interest expense of $7,036,424, a loss on extinguishment of debt of $3,126,338, amortization of debt discounts of $1,538,773, loss on settlement of debt of $500,000 and other expense of $79,278.
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The foregoing factors resulted in net income from continuing operations of $66,480,957 for the year ended December 31, 2025, versus a net loss of $106,804,254 for the year ended December 31, 2024. As noted above, such net income was largely driven by the gain on change in fair value of warrant liabilities, as well as the operating income resulting from the significant revenues generated by CMD.
Consolidated EBITDA and Adjusted EBITDA
The Company reported consolidated Adjusted EBITDA of $9,829,540 in FY 2025, as compared to Adjusted EBITDA of $(3,309,879) for FY 2024. The Company defines EBITDA as earnings before interest, taxes and depreciation and amortization. Adjusted EBITDA is defined as EBITDA before other income (expense), gain on disposal of property and equipment, amortization of debt discounts, loss on extinguishment of debt, loss on settlement of debt, gain (loss) on change in fair value of warrant liabilities, gain on change in fair value of derivative liabilities, impairment of goodwill and intangible assets, loss on abandonment of right-of-use asset, non-recurring professional and acquisition-related fees, and management fees. Both EBITDA and Adjusted EBITDA are not measures of performance calculated in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”), and should not be considered in isolation of, or as a substitute for, earnings as an indicator of operating performance or cash flows from operating activities as a measure of liquidity. The Company believes the presentation of EBITDA and Adjusted EBITDA is relevant and useful by enhancing the readers’ ability to understand the Company’s operating performance. The Company’s management utilizes EBITDA as a means to measure performance. The Company’s measurements of EBITDA and Adjusted EBITDA may not be comparable to similar titled measures reported by other companies.
The table below reconciles consolidated EBITDA and Adjusted EBITDA, both non-GAAP measures, to GAAP net income (loss) for years ended December 31, 2025 and 2024.
| Year Ended <br> December 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net income (loss) | $ | 65,559,185 | $ | (100,527,409 | ) | |
| Net (income) loss from discontinued operations | 921,772 | (6,276,845 | ) | |||
| Interest expense | 7,036,424 | 4,262,224 | ||||
| Income tax provision (benefit) | 2,353,000 | (702,000 | ) | |||
| Depreciation and amortization | 1,425,349 | 655,658 | ||||
| EBITDA | 77,295,730 | (102,588,372 | ) | |||
| Other expense | 79,278 | 1,263,983 | ||||
| Gain on disposal of property and equipment | (43,570 | ) | (13,000 | ) | ||
| Amortization of debt discounts | 1,538,773 | 9,047,721 | ||||
| Loss on extinguishment of debt | 3,126,338 | 4,709,793 | ||||
| Loss on settlement of debt | 500,000 | – | ||||
| (Gain) loss on change in fair value of warrant liabilities | (76,904,488 | ) | 77,638,662 | |||
| Gain on change in fair value of derivative liabilities | (185,000 | ) | (1,401,373 | ) | ||
| Impairment of goodwill | – | 679,175 | ||||
| Loss on abandonment of right-of-use asset | 112,705 | – | ||||
| Non-recurring professional fees and acquisition-related fees | 3,209,774 | 5,086,532 | ||||
| Management fees | 1,100,000 | 2,267,000 | ||||
| Adjusted EBITDA | $ | 9,829,540 | $ | (3,309,879 | ) |
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The table below reconciles CMD’s EBITDA and Adjusted EBITDA, both non-GAAP measures, to GAAP net income for the years ended December 31, 2025 and 2024, with prior-year results presented on a pro forma basis for comparability.
| Year Ended <br> December 31, | |||||
|---|---|---|---|---|---|
| 2025 | 2024 | ||||
| Net income | $ | 6,927,579 | $ | 7,463,469 | |
| Interest expense | 399 | 53,632 | |||
| Income tax provision | 1,704,000 | 49,000 | |||
| Depreciation and amortization | 914,307 | 211,181 | |||
| EBITDA | 9,546,285 | 7,777,282 | |||
| Other (income) expense | 79,278 | (41,163 | ) | ||
| Non-recurring professional and acquisition-related fees | 1,125,954 | – | |||
| Management fees | 300,000 | – | |||
| 1847 corporate-related allocated expenses | 3,207,583 | – | |||
| Adjusted EBITDA | $ | 14,259,100 | $ | 7,736,119 |
The table below reconciles Kyle’s EBITDA and Adjusted EBITDA, both non-GAAP measures, to GAAP net loss for the years ended December 31, 2025 and 2024.
| Year Ended <br> December 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net loss | $ | (1,280,431 | ) | $ | (1,004,216 | ) |
| Interest expense | 113,552 | 90,841 | ||||
| Income tax provision (benefit) | 650,000 | (157,000 | ) | |||
| Depreciation and amortization | 494,548 | 575,835 | ||||
| EBITDA | (22,331 | ) | (494,540 | ) | ||
| Other expense | – | 136,192 | ||||
| Loss on extinguishment of debt | 458,218 | |||||
| Impairment of goodwill | – | 355,207 | ||||
| Management fees | 250,000 | 187,500 | ||||
| 1847 corporate-related allocated expenses | 441,416 | 377,354 | ||||
| Adjusted EBITDA | $ | 1,127,303 | $ | 561,713 |
The table below reconciles ICD’s EBITDA and Adjusted EBITDA, both non-GAAP measures, to GAAP net loss for the years ended December 31, 2025 and 2024.
| Year Ended <br> December 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net loss | $ | (714,310 | ) | $ | (1,075,592 | ) |
| Interest expense | 512 | 76,206 | ||||
| Income tax benefit | (1,000 | ) | (597,000 | ) | ||
| Depreciation and amortization | 13,870 | 79,547 | ||||
| EBITDA | (700,928 | ) | (1,516,839 | ) | ||
| Other expense | – | 1,128,000 | ||||
| Gain on disposal of property and equipment | (43,570 | ) | (13,000 | ) | ||
| Amortization of debt discounts | – | 64,306 | ||||
| Impairment of goodwill | – | 323,968 | ||||
| Loss on abandonment of right-of-use asset | 112,705 | – | ||||
| Management fees | 250,000 | 187,500 | ||||
| 1847 corporate-related allocated expenses | – | 397,817 | ||||
| Adjusted EBITDA | $ | (381,793 | ) | $ | 571,752 |
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The table below reconciles Wolo’s EBITDA and Adjusted EBITDA, both non-GAAP measures, to GAAP net loss for the years ended December 31, 2025 and 2024.
| Year Ended <br> December 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Net loss | $ | (1,153,494 | ) | $ | (1,292,354 | ) |
| Interest expense | 102,629 | 142,656 | ||||
| Income tax provision | – | 3,000 | ||||
| Depreciation and amortization | 276 | 276 | ||||
| EBITDA | (1,050,589 | ) | (1,146,422 | ) | ||
| Other expense | – | 72 | ||||
| Management fees | 300,000 | 300,000 | ||||
| 1847 corporate-related expenses | 152,462 | 375,561 | ||||
| Adjusted EBITDA | $ | (598,127 | ) | $ | (470,789 | ) |
About 1847 Holdings LLC
1847 Holdings LLC (OTC: LBRA), a diversified acquisition holding company, was founded by Ellery W. Roberts, a former partner of Parallel Investment Partners, Saunders Karp & Megrue, and Principal of Lazard Freres Strategic Realty Investors. 1847 Holdings’ investment thesis is that capital market inefficiencies have left the founders and/or stakeholders of many small business enterprises or lower-middle market businesses with limited exit options despite the intrinsic value of their business. Given this dynamic, 1847 Holdings can consistently acquire businesses it views as “solid” for reasonable multiples of cash flow and then deploy resources to strengthen the infrastructure and systems of those businesses in order to improve operations. These improvements may lead to a sale or IPO of an operating subsidiary at higher valuations than the purchase price and/or alternatively, an operating subsidiary may be held in perpetuity and contribute to 1847 Holdings’ ability to pay regular and special dividends to shareholders. For more information, visit www.1847holdings.com.
For the latest insights, follow 1847 on Twitter.
Forward-Looking Statements
This press release may contain information about 1847 Holdings’ view of its future expectations, plans and prospects that constitute forward-looking statements. All forward-looking statements are based on our management’s beliefs, assumptions and expectations of our future economic performance, taking into account the information currently available to it. These statements are not statements of historical fact. Forward-looking statements are subject to a number of factors, risks and uncertainties, some of which are not currently known to us, that may cause our actual results, performance or financial condition to be materially different from the expectations of future results, performance or financial position. Our actual results may differ materially from the results discussed in forward-looking statements. Factors that might cause such a difference include but are not limited to the risks set forth in “Risk Factors” included in our SEC filings.
Contact:
Crescendo Communications, LLC
Tel: +1 (212) 671-1020
Email: LBRA@crescendo-ir.com
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