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8-K/A: Current report (Amendment)

SEC ·  Aug 20 01:17

Summary by Futu AI

ECD Automotive Design, Inc. has filed an amendment to its Current Report on Form 8-K with the SEC to correct errors in a previous report regarding dates of a prior report filing and share issuance related to a merger agreement. The amendment, dated August 8, 2024, pertains to the original filing on August 12, 2024, and corrects the dates from December 18, 2024, to December 18, 2023, and from December 12, 2024, to December 12, 2023. The company completed a business combination on December 12, 2023, as per the merger agreement dated March 3, 2023, involving ECD Automotive Design, Humble Imports Inc., ECD Auto Design UK, Ltd., and EFHAC Merger Sub, Inc. In connection with the merger, the company issued shares of common and preferred stock, warrants, and made a cash payment to former security holders...Show More
ECD Automotive Design, Inc. has filed an amendment to its Current Report on Form 8-K with the SEC to correct errors in a previous report regarding dates of a prior report filing and share issuance related to a merger agreement. The amendment, dated August 8, 2024, pertains to the original filing on August 12, 2024, and corrects the dates from December 18, 2024, to December 18, 2023, and from December 12, 2024, to December 12, 2023. The company completed a business combination on December 12, 2023, as per the merger agreement dated March 3, 2023, involving ECD Automotive Design, Humble Imports Inc., ECD Auto Design UK, Ltd., and EFHAC Merger Sub, Inc. In connection with the merger, the company issued shares of common and preferred stock, warrants, and made a cash payment to former security holders of Humble. Additionally, the company entered into a debt financing transaction on the same day, issuing a senior secured convertible note to an institutional lender for $15,819,209. The note accrues interest at the Prime Interest rate plus 5% per annum and is convertible into common stock at $10.00 per share, subject to adjustments. The company disclosed events of default under the note and preferred stock in its Quarterly Report for the quarter ended March 31, 2024. On August 9, 2024, ECD Automotive Design entered into a securities purchase agreement with the same lender, issuing a new senior secured convertible note for $1,154,681, waiving previous defaults, and providing the lender with additional shares and warrants. The company also completed a private transaction with investor Theodore Duncan, selling 1,000,000 shares of common stock and a warrant agreement for an aggregate purchase price of $1,000,000. The company issued a press release on August 9, 2024, announcing a $2 million financing.

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