Happy City Holdings ^{Filed Terms, Nasdaq: HCHL}

We operate three all-you-can-eat hotpot restaurants and specialize in Thai and Japanese Hotpot under the brand names “Thai Pot” and “Gyu! Gyu! Shabu Shabu” in Hong Kong. As of the date of this prospectus, we operate three restaurants located in Tsuen Wan in the New Territories, Mong Kok in Kowloon, and North Point on Hong Kong Island. We have been in the restaurant services industry in Hong Kong for over 5 years. We primarily compete in the Hong Kong hotpot restaurant market. The Group opened its first and second specialty hotpot restaurant under the brand name “Gyu! Gyu! Shabu Shabu” that features Japanese-style hotpot in 2020. Sparking a new trend of Thai-style hotpot in Hong Kong, the Group opened its first Thai-style specialty hotpot restaurant under the brand name “Thai Pot” in 2022. Building on such success, the Group redesignated its Gyu! Gyu! Shabu Shabu restaurant in Tsuen Wan and rebranded to Thai Pot restaurant in July 2024. According to Frost & Sullivan, we accounted for approximately 2.2% of the market share and rank 10th in the specialty hotpot restaurant market in Hong Kong through the 3 hotpot restaurants we operated in 2024. We are also the only top 10 specialty hotpot restaurant chains in Hong Kong that offers Thai-style hotpot in 2024.