Core Insights - TryHard Holdings Limited has entered into an Equity Purchase Agreement with Summer Explorer Investments Limited, allowing the latter to purchase up to $25 million of TryHard's Class A ordinary shares over a 12-month period [1][2] - The Company will issue 17,000 ordinary shares to Summer Explorer as part of the agreement [2] - A related Registration Rights Agreement has been established, requiring the Company to submit a registration statement to the SEC for the resale of the shares involved in the transaction [4] Group 1: Equity Purchase Agreement - The Equity Purchase Agreement grants TryHard the right, but not the obligation, to sell shares to Summer Explorer, who is obligated to purchase them under certain conditions [2][6] - The agreement includes customary representations and warranties, establishing the legal relationship between TryHard and Summer Explorer [6] Group 2: Registration Rights Agreement - The Registration Rights Agreement mandates TryHard to file an initial registration statement with the SEC covering the resale of the Commitment Shares and Put Shares [4][5] - The Company is committed to using its best efforts to ensure the registration statement is declared effective by the SEC [4] Group 3: Company Overview - TryHard Holdings Limited is a lifestyle entertainment company in Japan, focusing on event curation, consultancy, management services, sub-leasing of entertainment venues, and restaurant operations [1][8] - The Company aims to redefine the entertainment landscape by integrating creativity, technology, and hospitality expertise [9]

As filed with the U.S. Securities and Exchange Commission on October 15, 2025 Registration No. 333-288692 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ECD Automotive Design, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 3711 86-2559175 (State or other jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employer Ident ...