Terrapin 3 Acquisition to buy Yatra Online for an enterprise value of $218 mn

Terrapin 3 Acquisition Corp (TRTL), a US-based special purpose acquisition company, today struck a deal to buy Yatra Online, Inc, in a multi-phased transaction that values the Indian online travel agency at an enterprise value of $218 million.

Under the terms of the proposed transaction, shareholders of Yatra will continue to own at least a 35-per cent stake in the combined company. The first $100 million of cash will be allocated entirely to the combined company's balance sheet and to pay transaction expenses.

Any amount greater than $100 million available from TRTL will then be allocated in the ratio of 80 per cent to current Yatra shareholders and 20 per cent as cash to the combined company's balance sheet.

Cash payments to Yatra shareholders will be capped at $80 million.

In addition, existing shareholders of Yatra may receive additional consideration of up to $35 million upon the achievement of certain financial objectives during the 18 months after closing.

Yatra, based in Gurgaon, is one of the fastest-growing consumer travel platforms and online travel agents in India with more than 4 million customers.

Yatra provides reservation connectivity for more than 60,000 hotels in India, a larger network than any other Indian online travel agent.

yatra.com provides information, pricing, and booking capability for domestic Indian and international air travel, hotel bookings, holiday packages, and bus and railway reservations.

Yatra customers booked more than 2.8 million air travel reservations and hotel stays with total transaction value worth more than $900 million during its fiscal year ended March 2016.

Its investors include Reliance Venture Asset Management Ltd, TV18 group, Norwest Venture Partners, Intel Capital, IDG Ventures India, Vertex Venture and Valiant Capital.

"We are excited to partner with TRTL in a transaction that we believe will enable Yatra to continue its growth as a new public company," said,Yatra's CEO and co-founder Dhruv Shringi.

"This transaction gives us substantial additional resources to support our growth and the continued improvement of our integrated online and mobile platforms. We look forward to expanding our already extensive network of domestic and international partnerships with hotels, airlines, car services, and tour package promoters, as well as further strengthening our brand presence and technology platform," he added.

Nasdaq-listed TRTL is a special purpose acquisition company formed to acquire public or privately-held operating companies and has raised $212.75 million in July 2014

TRTL was founded by Nathan Leight and was co-sponsored by affiliates of Terrapin Partners, and affiliates of Macquarie Group Limited.