Yatra Online and Terrapin 3 Acquisition Corporation (TRTL) announced that they have entered into a definitive agreement to combine in a transaction that values Yatra at an enterprise value of $218 million.
Yatra is one of the fastest growing consumer travel platforms and online travel agents in India with more than 4 million customers.
TRTL is a special purpose acquisition company formed for the purpose of effecting a merger, acquisition, or similar business combination, the company said.
Yatra will be the surviving company in the transaction and intends to be listed on the NASDAQ Stock Market under the symbol "YTRA" following completion of the transaction, added further.
TRTL raised $212.75 million in its IPO which is now held in a trust account. MIHI LLC, an affiliate of Macquarie Capital ("MIHI") has committed to purchase an additional $20 million of TRTL equity as part of the transaction, the press release said.
Under the terms of the proposed transaction, it is estimated that the current shareholders of Yatra will continue to own at least 35% of the issued and outstanding shares in the combined company.
The first $100 million of cash (including MIHI's $20 million forward purchase) will be allocated entirely to the combined company's balance sheet and to pay transaction expenses.
Cash payments to current Yatra shareholders will be capped at $80 million.
The boards of directors of both TRTL and Yatra have approved the proposed transaction. Completion of the transaction, which is expected in October 2016, is subject to approval by TRTL stockholders and other customary closing conditions.