Tristar Acquisition I Corp.: debt financing — Tristar Acquisition I Corp completes sponsor handover; extends deadline to Oct 2024

On July 18, 2023, the Company issued an unsecured promissory note (the “ Note ”) in an amount of $375,000, to Chunyi (Charlie) Hao, for having depositing into the Trust Account $375,000 in order to extend the amount of time it has available to complete a business combination until October 18, 2023. The Note does not bear interest and matures upon closing of a business combination by the Company.

Robert Willis as director

Michael Hao Liu as Chief Financial Officer and a director of the Board

Cathy Martine-Dolecki as Chief Operating Officer and director

appointed Chunyi (Charlie) Hao as Chief Executive Officer and a director of the Board

Timothy Dawson as Chief Financial Officer

On July 18, 2023, effective immediately, the following officers and directors submitted the resignation of their respective offices: William M. Mounger II as Chairman of the Board and Chief Executive Officer

as a special resolution, giving the Company the right to extend the date by which it has to complete a business combination from July 18, 2023 to October 18, 2023, and without another shareholder vote, to further extend the Termination Date for an additional one (1) month as needed, on a month-to-month basis, up to twelve (12) times, until October 18, 2024

as a special resolution, an amendment to the Articles of Association to remove from the Articles of Association the limitation that the Company may not redeem Public Shares (as defined below) to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934, as amended), of less than $5,000,001 in order to allow the Company to redeem Public Shares irrespective of whether such redemption would exceed the Redemption Limitation

(ii) the Company obtaining or extending a D&O insurance policy on terms satisfactory to the parties, (iii) the termination of the Administrative Support Agreement, dated October 13, 2021, between the Company and the Sponsor; and (iv) the termination of the agreement between the Company and a third party investment banking company for the provision of certain investment banking services in connection with a potential business combination of a privately held company (including the waiver of all fees and rights thereunder by the investment banking company).

Redemption Limitation Amendment Proposal Shareholders approved the proposal to amend the Company’s Articles of Association as a special resolution, an amendment to the Articles of Association to remove from the Articles of Association the limitation that the Company may not redeem Public Shares (as defined below) to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934, as amended), of less than $5,000,001 in order to allow the Company to redeem Public Shares irrespective of whether such redemption would exceed the Redemption Limitation. Approval of the Redemption Limitation Amendment Proposal required a special resolution under Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding Shares voted in person or by proxy at the Extraordinary General Meeting or any adjournment thereof.

Extension Amendment Proposal Shareholders approved the proposal to amend the Company’s Articles of Association as a special resolution, giving the Company the right to extend the date by which it has to complete a business combination from July 18, 2023, the Termination Date, to October 18, 2023, and without another shareholder vote, to further extend the Termination Date for an additional one (1) month as needed, on a month-to-month basis, up to twelve (12) times, until October 18, 2024. Approval of the Extension Amendment Proposal required a special resolution under Cayman Islands law, being a resolution passed by a majority of not less than two-thirds (2/3) of such holders of the issued and outstanding Shares voted in person or by proxy at the Special Meeting or any adjournment thereof. The Extension Amendment Proposal received the following votes: FOR AGAINST ABSTAIN 21,793,059 1,117,639 0

Trust Agreement Amendment Proposal Shareholders approved the proposal to amend the Trust Agreement, as a special resolution, an amendment to the Trust Agreement, to extend the Termination Date from July 13, 2023 to October 18, 2023 by depositing the lesser of $0.105 per public share or $375,000 into the Company’s Trust Account, and without another shareholder vote, to further extend the Termination Date for an additional one (1) month as needed, on a month-to-month basis, up to twelve (12) times, until October 18, 2024 by depositing into the Trust Account, the lesser amount of $0.035 per public share or $125,000. Approval of the Trust Agreement Amendment Proposal required a special resolution under Cayman Islands law, at least sixty-five percent (65%) of such holders of the issued and outstanding Shares voted in person or by proxy at the Special Meeting or any adjournment thereof. The Trust Agreement Amendment Proposal received the following votes: FOR AGAINST ABSTAIN 21,793,059 1,117,