Ebusco reports Full Year results 2024

2024 year of transition characterized by significant changes and events

2024 has been a year of transition for Ebusco, characterized by a significant change in the production strategy (from an OEM back to the OED model with production outsourced to contract manufacturers), considerable changes in the management team, the start of a comprehensive turnaround plan and an organizational restructuring. Furthermore, the company had to deal with some major setbacks such as the production halt and the cancellation of bus orders. In addition, significant management time had to be spent on addressing Ebusco’s financial condition, in particular its cash constraints, which forced the company to seek support from its shareholders through the November 2024 rights issue. All of this has had an adverse impact on the financial results for the year 2024.

The production halt and the cancellation of bus contracts in the second half of 2024 have had a significant impact. During the financial year ended 31 December 2024, the Group recognized a revenue reversal of €16 million, initially recorded in the financial year ended 31 December 2023, following the cancellation of certain bus contracts. Furthermore, Ebusco recorded €18 million of revenues in H1-2024 which were reversed following the same contract cancellations. As a result, the turnover for FY 2024 arrived at only €10.7 million, well below the turnover as reported in Ebusco’s interim financial statements per 30 June 2024 (of €38 million). This reversal of revenues, in combination with costs assumed for the turnaround plan and the restructuring (FTE reduction) plan in 2024, has had a corresponding impact on Ebusco’s financial result over FY 2024.

Financial review FY 2024

• 2024 revenue arrived at €10.7 million, predominately due to the production halt and cancellations in the second half of 2024, which led to a reversal of turnover
• EBITDA loss of €132.6 million, reflecting operational challenges
• Net loss for the year of €200.8 million
• Cash & Cash Equivalents of €2.4 million

The very challenging business circumstances that Ebusco has gone through in the last months, and those which Ebusco continues to face, and the transformation the company is going through, including its refinancing and restructuring efforts, have placed significant demands on the time and resources of the company.

As a result, the drafting of the 2024 financial statements and consequently, the external auditor’s audit process, have experienced delays, which prevented completion of the audit within the expected timeframe. Consequently, the financial statements included in both this press release and the annual report as published today, are unaudited.

Operational review FY 2024

• Order book of 581[2] buses at year-end, securing production utilization into H1 2026
• 157 buses delivered in 2024
• Strategic shift from an OEM to an OED operating model
• 74 of the canceled buses reassigned to other customers[3]

Christian Schreyer, CEO of Ebusco

“2024 has been an extremely challenging year for Ebusco, and 2025 continues to be very challenging. While we have already taken significant steps, we recognize that there is still a long way ahead and the liquidity situation is still a major challenge. It won’t be a surprise that my first months as CEO of Ebusco have been very intensive. I joined Ebusco at a critical moment, in the midst of a massive and urgent turnaround, operationally and financially.

When I started in September, my top priority was to improve liquidity and reduce working capital while thoroughly assessing root causes and validating strategic choices. This effort has resulted in a clear, actionable roadmap—comprising several projects for immediate impact along with strategic pillars to guide long-term progress, including the decision to transition to an OED model.

An OED model enables us to operate more capital-efficiently and reduce our risk profile. By leveraging our strengths—our top-tier product design and engineering capabilities—while outsourcing processes that have hindered our ability to scale, we can enhance our performance. Combined with other strategic choices, such as simplifying our portfolio to standard bus sizes and focusing on European markets. We are positioning the company to navigate the challenges ahead and ultimately become resilient again.

The past year has presented significant challenges for the entire organization, demanding extraordinary perseverance from all employees. I extend my sincere appreciation for the continued commitment, resilience, and loyalty shown throughout this difficult period.

I am very pleased to have Michel van Maanen on board to oversee Ebusco’s core process at Ebusco and implement the new operating model, bringing invaluable expertise from his proven track record in similar transformations. I would like to thank Jan Piet Valk for his support and guidance as interim CFO until today, which will be his last day at the company. Jan Piet has played a key role for the company in this turbulent period. As of 30 April, Mark de Haas has joined Ebusco as CFO ad interim. As seasoned CFO he is well equipped to guide Ebusco trough the uncertain financial situation.

Despite all progress, efforts and envisioned plans, we must acknowledge that even after fully implementing the Turnaround Plan, Ebusco will need a strong partner to be able to scale the business and be sustainably successful.

This also applies to our growing, but still small, Energy storage business. Backed by our strong partner and shareholder Gotion, we see a business case for the Maritime niche market, where we are well positioned as one of the few certified companies.

We believe both the Bus and Energy businesses deserve focus, and we are currently exploring strategic options to ensure both businesses can thrive under the right governance.

Although the future holds many uncertainties, I believe we are on the right path. Market fundamentals are strong with the electrification trend ongoing. And the market continues to value our product.”

Management update

Orderbook end of year 2024 and update reassigned buses

Ebusco ended 2024 with an order book of 581 buses. Throughout the year, Ebusco delivered 157 buses and signed contracts for 48 buses.

The table below shows a summary of the bus orders end of year 2024[4].

Due to Ebusco’s financial situation, production nearly came to a standstill in the second half of 2024, resulting in delayed deliveries and the cancellation of 361 buses in 2024 and 55 buses in 2025. The production of the vast majority of these cancelled buses was not yet initiated, limiting direct financial impact, which ultimately allowed for a more realistic production planning.

The cancelled buses that were in an advanced stage of production have been prioritised by Ebusco as these buses can contribute to the working capital in a relatively short period of time. As a result, the company reallocated a total of 74 buses: 21 buses to NIAG, 22 buses for the city of Rouen and 31 buses to EBS.

The first reassigned buses for Rouen and NIAG have been delivered and the delivery to EBS will commence in the next weeks.

The company expects to reallocate the remaining 19 cancelled buses that are in a more advanced stage of production to existing customers in the second half of 2025.

Turnaround Plan

In recent months, Ebusco has made significant progress in optimizing its production footprint. The company previously announced a transition to a full OED model, where bus assembly will be exclusively handled by contract manufacturers. To enhance this model, Ebusco has actively worked with both existing and new contract manufacturers to streamline processes and align contractual agreements. As part of the ongoing optimization of Ebusco’s production footprint and in order to maintain full flexibility, Ebusco can also produce casco monoparts at its contract manufacturer for casco assembly, while at the same time maintaining the ability and therewith the option to operate the full casco production inhouse at its own facility.

As part of the Turnaround Plan, Ebusco announced its intention to consolidate its two facilities in the Netherlands into a single facility, as part of the overall cost reduction program and the objective to create a leaner organizational set up. The decision has been made to reallocate the Venray facility to Deurne.

Going concern, refinancing and strategic options

Given Ebusco’s financial situation as discussed above and elsewhere in this press release and the Annual Report, it currently depends on third-party suppliers agreeing to payment schedules and alternative settlement options on overdue accounts. Considering the overdue accounts payable position (as at the date of this press release) significantly exceeds the company’s current liquidity position, there is a possibility that suppliers could file for bankruptcy at any given moment which Ebusco cannot address directly and would trigger an insolvency event. One of the company’s suppliers actually already filed a petition for bankruptcy due to (amongst others) non-payment of overdue invoices. The court case is scheduled for 6 May 2025.

Ebusco is therefore dependent upon a significant short-term liquidity injection in order to be able to continue as a going concern. If Ebusco is not able to (timely) attract the required liquidity injection it could directly face insolvency.

On 24 February 2025 Ebusco announced that it had obtained commitments for a debt financing of €22 million from Green Innovation International Co. Ltd. (€10 million, of which the Groups still needs to receive €5 million), CVI Investments Inc., an entity managed by Heights Capital Management, Inc. (€10 million) and De Engh B.V. (€2 million). These loans (including interest of €2.2 million) must be fully repaid by Ebusco by 15 August 2025. In addition, Green Innovation International Co. Ltd. and De Engh have agreed an option to convert the full loan amount plus the fee at their election into Ebusco shares.

If Ebusco would be able to attract the short-term liquidity injection referred to above, it aims to further roll-out its Turnaround Plan and improve both its operating and financial performance and to repay these loans. In particular, such short-term liquidity injection will allow Ebusco to complete the production of its buses at its contract manufacturers, which will result in a corresponding conversion of working capital into cash over time.

If the short-term liquidity injection is not timely obtained and/or the Turnaround Plan is not executed adequately or if Ebusco runs into other unforeseen circumstances, the company is dependent upon the conversion of the loans into shares by Green Innovation and De Engh.

On 24 February Ebusco also announced a continuation of specific letters of credit (LC) facilities from its banks until 14 August 2025, subject to the satisfaction of all conditions precedent, by which time these facilities must be fully repaid. Although Ebusco has confirmation of continuation of the current outstanding letters of credit facilities for €9 million until 14 August 2025, Ebusco, however has triggered events of default with its existing agreement with the banks. One of the events of default is the non-payment of Green Innovation of the full loan since only €5 million was transferred instead of the agreed upon €10 million. It is currently unclear if and when Green Innovation will transfer the €5 million to the Group. This payment is material to the Group’s liquidity position, and the absence of this payment currently constitutes a material uncertainty regarding the Group’s ability to continue as a going concern. Due to the non-payment, Ebusco was not able to reopen other letters of credits. The banks have subsequently reserved their right to not allow further utilizations of the facilities which could, when executed, negatively impact Ebusco’s liquidity position and outlook. Ebusco is in discussions with the banks to come to a solution but the discussions have not been finalized yet. The company is exploring options to find an alternative LC or other working capital provider, however, to date has not found such solution.

Within this context, the company has commenced preparations for the legal separation of the bus and energy operations and will explore strategic options for both businesses in the coming period and for the refinancing that is due mid August. For any transaction that will be regarded a significant change in the identity or character of the company, Ebusco will seek approval from its shareholders during a general meeting, in line with the company’s articles of association.

Although Ebusco is putting significant effort in finding a strategic investor and/or obtaining refinancing, the above disclosed uncertainties, both individually and in aggregate, create a material uncertainty regarding Ebusco’s ability to continue as going concern.

Management and Supervisory Board members Gotion

At the time of the rights issue, under an investment agreement, Gotion was granted the right to appoint one representative to the Management Board and one representative to the Supervisory Board, and Ebusco was in turn required to convene an EGM for this to be voted on. This EGM was held on 26 March 2025 and the general meeting resolved to appoint Mr. Duan Wei as member of the Management Board, and Mr. Chen Li as member of the Supervisory Board, both conditional on conversion of €4.01 million of outstanding accounts payable position into share, which would result, once effectuated, in a shareholding of Gotion in the Group of just over 10%.

Financial review FY2024

For the full financial review, we refer to Appendix 5 of the full press release. As explained above the 2024 Financial Statements included in both this press release and the annual accounts are unaudited.

Click here to read the full press release including appendices.

[1] For further details, see the ‘Non-IFRS measures’ included in the Annual Report 2024 page 105-106.

[2] Ebusco’s Management Board has made an assessment of the likelihood of outstanding options for the Ebusco 2.2 being converted into fixed contracts. As a result, the previously announced figures have been restated, excluding options from the orderbook. With this adjustment, Ebusco aims to provide a more accurate picture of its order book given the situation the company is in currently.

[3] 43 buses reassigned in 2024 and 31 in February 2025.

[4] Ebusco’s Management Board has made an assessment of the likelihood of outstanding options for the Ebusco 2.2 being converted into fixed contracts. As a result, the previously announced figures have been restated, excluding options from the orderbook. With this adjustment, Ebusco aims to provide a more accurate picture of its order book given the situation the company is in currently.

[5] There is no guarantee that these call-off orders will be converted into fixed orders as customers may not be successful in winning tenders or for other reasons. However, if the customer orders an electric bus, it is contractually obliged to ask Ebusco to deliver it first.