Tristar Acquisition I Corp. (TRIS) to Combine with Helport in $350M Deal

Tristar Acquisition I Corp. (NYSE:TRIS) has entered into a definitive agreement to combine with AI technology company Helport, valued at $350 million.

Singapore-based Helport focuses on serving enterprises’ customer contact centers with intelligent products, solutions, and a digital platform, aiming to enhance communication efficiency with customers.

The parties expect to complete the deal in the first quarter of 2024.

Transaction Overview

Tristar currently has about $111.6 million in its trust having seen 53.9% of its shares redeemed through previous extension votes that will now allow it to extend up to October 18, 2024.

Helport’s equity holders will transition 100% of their equity to the combined entity. Assuming no redemptions, the transaction is expected to provide up to $130 million in gross proceeds for the combined company.

The parties plan to supplement the deal with $25 million in a PIPE, but it has not yet filed its merger documents laying out the terms for this investment. Tristar’s profile page will be updated once this information is made available.

Quick Takes: Helport hopes to go beyond being merely a software provider, and intends to function as a co-pilot, assisting in navigating customer service for its clients.

Although information on Helport remains limited, what we do know about the AI tech company through its website is that it provides two sets of services, including business process outsourcing (BPO) solutions and vendor management solutions.

As part of its BPO solution, Helport has helped companies with staffing, omnichannel customer service and post-sales follow up to increase productivity and profitability. In regards to its vendor management solutions, the AI company focuses on technology and training support for its clients, resulting in new business opportunities.

At the heart of Helport’s operations is its proprietary Helport AI software. Engineered for intelligence, the company states that its system learns from historical data, offering real-time assistance to contact center agents and enabling them to evolve into industry experts, irrespective of their specific domain.

It has established partnerships with other tech companies such as Alibaba Cloud, AWS, and Metacom, but has not yet provided further details on the extent of these collaborations.

Helport has become the fifth company with an AI spin to unveil a deal in 2023, following the previous four companies that made their announcements within the last three months.

It is joined by Insight/Alpha Modus, Inception Growth (NASDAQ:IGTA) /AgileAlgo, Andretti (NYSE:WNNR)/Zapata Computing, and DHC (NASDAQ:DHC)/Brand Engagement Network (BEN).

All five of these companies are quite different in their relationships with clients and how they approach problems with AI. But, Helport is most similar DHC’s target, BEN, which also utilizes AI to focus on customer engagement for clients.

As for Tristar, this definitive agreement follows its termination of a letter of intent with an undisclosed target that was initially signed in March. The SPAC tipped very little information on the initial target itself aside from stating that the parties were in discussions over an extended period of time and it had met its criteria and guidelines.

Shortly after its LOI termination, Tristar sold its sponsor ownership to Navy Sail International, resulting in a change in management.

In connection with the closing of the securities purchase agreement, Navy Sail International deposited $375,000 into the trust to support the first three months of the extension and agreed to deposit an additional $125,000 for each successive month, or portion thereof, that is needed to complete a business combination. This granted Tristar a deadline of October 18, 2024, almost a year for it to close its deal with Helport.

ADVISORS

• Helport Advisors:
  • Hunter Taubman Fischer & Li LLC, Ogier and Reed Smith Resource Law Alliance are serving as legal advisors
• SPAC Advisors:
  • Ellenoff Grossman & Schole, LLP, Ogier and Rajah & Tann Singapore LLP are serving as legal advisors