Filing Details

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Rule 13d-1(b)

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Rule 13d-1(c)

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Rule 13d-1(d)

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

 

 

 

 

 

 

The name of the issuer is Tristar Acquisition I Corp. (the “Issuer”).

 

The Issuer’s principal executive offices are located at 2 Burlington Woods Drive, Suite 100, Burlington, MA 01803.

 

This statement is filed by:

 

The foregoing persons are hereinafter sometimes collectively referred to as the “Reporting Persons.”

 

The address of the principal business office of each of the Reporting Persons is c/o LMR Partners LLP, 9th Floor, Devonshire House, 1 Mayfair Place, London, W1J 8AJ, United Kingdom.

 

LMR Partners LLP is a United Kingdom limited liability partnership. LMR Partners Limited is a Hong Kong corporation. LMR Partners LLC is a Delaware limited liability company. LMR Partners AG is a Swiss corporation. LMR Partners (DIFC) Limited is a United Arab Emirates corporation. Ben Levine is a citizen of the United Kingdom. Stefan Renold is a citizen of Switzerland.

 

Class A Ordinary Shares, par value $0.0001 per share (“Class A Ordinary Shares”).

 

G9074V106

 

 

The information required by Items 4(a)—(c) is set forth in Rows 5—11 of the cover page for each of the Reporting Persons and is incorporated herein by reference.

Each of LMR Multi-Strategy Master Fund Limited (“LMR Master Fund”) and LMR CCSA Master Fund Ltd (“LMR CCSA Master Fund”) directly holds 125,000 Class A Ordinary Shares (the “LMR Shares”). The Class A Ordinary Shares held by each of LMR Master Fund and LMR CCSA Master Fund represent approximately 1.2% and the LMR Shares in the aggregate represent approximately 2.4% of the outstanding Class A Ordinary Shares, based on 10,608,802 Class A Ordinary Shares of the Issuer outstanding as of November 14, 2023, as reported in the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on November 14, 2023.

In addition to the LMR Shares, each of LMR Master Fund and LMR CCSA Master Fund also directly holds warrants to purchase 487,500 Class A Ordinary Shares (“Warrants”). The Warrants have an exercise price of $11.50 per Class A Ordinary Share and are exercisable on the later of 30 days after the completion of the Issuer’s initial business combination or 12 months from the closing of the Issuer’s initial public offering, and will expire five years after the completion of the Issuer’s initial business combination or earlier upon redemption or the Issuer’s liquidation.

LMR Master Fund and LMR CCSA Master Fund are no longer reporting as beneficial owners because they do not retain voting or investment control over the securities that they hold.

If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.

 

Not applicable.

 

Not applicable.

 

Not applicable.

 

Not applicable.

 

Each of the LMR Investment Managers and Messrs. Levine and Renold hereby certifies as follows:

By signing below each Reporting Person certifies that, to the best of his or its knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

Each of the LMR Investment Managers other than LMR Partners LLC hereby certifies as follows:

By signing below, I certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to an investment adviser is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Securities and Exchange Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATED: February 12, 2024