Item 4 — Purpose of Transaction
Item 4 is hereby amended and supplemented as follows: On February 8, 2025, in connection with the appointment of Albert A. Holman III to the board of directors of the Issuer, the Sponsor transferred 30,000 Class B ordinary shares held by it to Mr. Holman. As reported by the Issuer on a Current Report on Form 8-K filed on March 3, 2025, on February 28, 2025 (the "Helix 8-K") the Issuer entered into a business combination agreement (the "Business Combination Agreement") by and among the Issuer, Helix II Merger Sub, Inc. ("Merger Sub") and TheRas, Inc. (doing business as BridgeBio Oncology Therapeutics, Inc. "BBOT"). Upon the terms and subject to the conditions of the Business Combination Agreement, (i) Helix will de-register in the Cayman Islands and transfer by way of continuation out of the Cayman Islands and into the State of Delaware so as to migrate to and domesticate as a Delaware corporation (the "Domestication"), and (ii) following the Domestication, Merger Sub will be merged with and into BBOT, as a result of which BBOT will be the surviving company and a wholly-owned subsidiary of Helix (the "Merger"). The Domestication, Merger, and other transactions contemplated by the Business Combination Agreement are collectively referred to as the "Business Combination," and the consummation of the Merger is referred to as the "Closing" and the date of the Closing is referred to as the "Closing Date." The Domestication will occur on the day that is one business day prior to the Closing Date. Upon the Domestication, it is anticipated that Helix will change its name to "BridgeBio Oncology Therapeutics, Inc." and is referred to herein as "PubCo" as of the time following the Domestication. Immediately prior to the Domestication, (1) Helix will effect the redemption of Helix public shares validly submitted for redemption and not withdrawn, (2) Sponsor will forfeit the Sponsor Forfeited Shares (as defined below), and (3) each holder of each issued and outstanding Class B ordinary share (other than the Sponsor Forfeited Shares) will irrevocably and unconditionally elect to convert, on a one-for-one basis, each Class B ordinary share held by it into one Class A ordinary share (the "Class B Share Conversion"). At the effective time of the Domestication, each outstanding Class A ordinary share (not including public shares validly submitted for redemption nor the Sponsor Forfeited Shares, but including Class A ordinary shares issued upon the Class B Share Conversion) will convert into one share of domesticated common stock, par value $0.0001 per share, of PubCo (the "PubCo Common Stock"). On the day of the Closing, the Merger will occur. At the effective time of the Merger, each share of BBOT's capital stock that is issued and outstanding immediately prior to the Merger (not including treasury shares and dissenting shares) will be automatically canceled and converted into the right to receive the corresponding number of shares of PubCo Common Stock equal to the Consideration Ratio (as defined below). Additionally, at the effective time of the Merger, each outstanding BBOT stock option will become an option of PubCo containing the same terms, conditions, vesting and other provisions as are currently applicable to such BBOT stock options, provided that each option will be exercisable for the number of shares of PubCo Common Stock equal to the Consideration Ratio multiplied by the number of shares of BBOT common stock subject to the option as of immediately prior to the effective time of the Merger, rounded down to the nearest whole share, at an exercise price equal to the per share exercise price of the BBOT option divided by the Consideration Ratio, rounded up to the nearest whole cent. The "Aggregate Merger Consideration" to be issued to BBOT stockholders in connection with the Merger will be determined by dividing (a) $461,051,546 (the "Equity Value") by (b) the price (the "Redemption Price") at which each Class A ordinary share may be redeemed in connection with the Business Combination. The "Consideration Ratio" is the number of shares of PubCo Common Stock to be issued in exchange for issued and outstanding BBOT capital stock upon the Merger, and is equal to the quotient obtained by dividing (x) the Aggregate Merger Consideration by the Aggregate Fully Diluted Company Shares, as defined in the Business Combination Agreement. Pursuant to the Business Combination Agreement, PubCo's board will consist of seven members, with the Sponsor having the right to initially designate two members. The consummation of the Business Combination is subject to, among other things, the approval of the stockholders of both BBOT and Helix, and the satisfaction or waiver of the conditions stated in the Business Combination Agreement. The foregoing description of the Business Combination Agreement is subject to and qualified in its entirety by reference to the full text of the Business Combination Agreement, a copy of which is attached as