NEW YORK and GURGAON, India, Dec. 16,
2016 /PRNewswire/ -- Terrapin 3 Acquisition Corporation
(NASDAQ: TRTL, TRTLU, TRTLW, "TRTL") today announced that it
completed its business combination with Yatra Online, Inc.
("Yatra"), a rapidly growing, India-based online travel agent. The
transaction was unanimously approved by the boards of directors of
both companies and was approved by a vote of TRTL's shareholders on
December 12, 2016. With the
closing of the transaction, TRTL has become a partially owned
subsidiary of Yatra and all shares of TRTL Class A Common Stock
will be automatically exchanged for Yatra's ordinary shares on a
one-for-one basis and all warrants to purchase shares of TRTL Class
A Common Stock will automatically become warrants to purchase
Yatra's ordinary shares on the same terms. Yatra's ordinary shares
will be traded on the NASDAQ Stock Market under the symbol "YTRA"
beginning Monday, December 19, 2016
and Yatra expects its warrants will be traded on the OTCQX market
under the symbol "YTRAW" in the near future.
Yatra is one of the fastest growing consumer travel platforms
and the second largest online travel agency in India, one of the fastest growing economies in
the world. Founded in 2006 by venture capital firms and experienced
travel industry and technology executives, Yatra is a leading
consolidator of travel products. Yatra has India's largest hotel network of 61,000
hotels. With more than four million customers, Yatra has emerged as
the most trusted e-commerce travel brand in India, as ranked by The Economic Times. To
further accelerate its growth, Yatra has entered into a strategic
relationship with an affiliate of Reliance Industries Limited, one
of India's largest conglomerates,
in which Yatra's mobile app will be pre-installed on up to 35
million Reliance Jio LYF smartphones over the course of the next 36
months as Reliance launches one of India's largest 4G mobile networks.
Dhruv Shringi, Yatra's co-founder
and chief executive officer, said, "It's a matter of great pride
for us to be one of the few Indian companies to be listed on
NASDAQ. Over the course of the past decade, Yatra has established
itself as one of the leading brands and companies in the Indian
Internet and e-commerce space. We are thankful to our shareholders,
customers and patrons for supporting us and helping us achieve this
milestone. The additional capital raised through this transaction
will be used by us to further accelerate our growth, invest in
mobile technology, and expand our multi-channel distribution
network. With a well-established brand, a large and loyal customer
base, and a strong balance sheet, we are a strong force to be
reckoned with in the Indian travel market."
Nathan Leight, chairman of
Terrapin 3 Acquisition Corporation, said, "We are truly delighted
to align our shareholders' interests with Yatra's accomplished team
of management and distinguished venture and strategic
investors. Dhruv Shringi and
his team founded and created a company that millions of customers
trust and return to for a wide range of travel services and
experiences. We believe Yatra is uniquely positioned to
benefit from the continued vibrant expansion of India, the world's fastest growing major
economy, and the rapid adoption of e-commerce and mobile technology
by India's flourishing consumer
class."
Yatra received approximately $93
million in cash in connection with the business combination
and related transactions.
Deutsche Bank Securities Inc. acted as capital markets advisor
to TRTL and Macquarie Capital acted as capital markets advisor to
Yatra with respect to the transaction. Greenberg Traurig, LLP and
Ellenoff Grossman & Schole LLP advised TRTL. Goodwin Procter
LLP advised Yatra.
About Terrapin and Terrapin 3 Acquisition Corporation
Terrapin directly invests in private equity and venture capital
transactions, and its affiliates oversee investments in alternative
asset managers, and engage in direct lending to new ventures and
established businesses spanning a wide variety of industries.
Terrapin transactions range in size from less than $1 million to more than $1.5 billion. Terrapin was established in 1997
and has offices in New York City
and Miami.
TRTL was a special purpose acquisition company ("SPAC") formed
for the purpose of effecting a merger, acquisition, or similar
business combination. TRTL was founded by Nathan Leight and was co-sponsored by affiliates
of Terrapin Partners, LLC and affiliates of Macquarie Group
Limited. TRTL was Mr. Leight's and the Terrapin team's third SPAC.
Terrapin's first SPAC became Great Lakes Dredge and Dock
Corporation, the nation's largest dredging company, in a
transaction of approximately $414
million. Terrapin's second SPAC became Boise Inc., the
nation's third largest paper company, in a transaction of
approximately $1.6 billion.
About Macquarie and Macquarie Capital
Macquarie Group ("Macquarie") is a global provider of banking,
financial, advisory, investment and funds management services.
Macquarie's main business focus is making returns by providing a
diversified range of services to clients. Macquarie acts on behalf
of institutional, corporate and retail clients and counterparties
around the world. Founded in 1969, Macquarie operates in more than
70 office locations in 27 countries. Macquarie employs
approximately 13,800 people and has assets under management of over
$377 billion (as of September 30, 2016).
Macquarie Capital comprises Macquarie Group's corporate
advisory, capital markets and principal investing capabilities.
Macquarie Capital's expertise spans a variety of industry sectors,
including telecommunications, media, entertainment, gaming,
financial institutions, industrials, energy, resources, real
estate, infrastructure, utilities and renewables.
Safe Harbor Language
This press release includes certain forward-looking statements,
including statements regarding the expected effects on TRTL and
Yatra of the business combination, the anticipated benefits of the
business combination, the anticipated standalone or combined
financial results of TRTL or Yatra, the anticipated future growth
of Yatra or the markets it serves, the listing of the ordinary
shares and warrants, and all other statements in this document
other than historical facts. Without limitation, any statements
preceded or followed by or that include the words "targets,"
"plans," "believes," "expects," "intends," "will," "likely," "may,"
"anticipates," "estimates," "projects," "should," "would,"
"expect," "positioned," "strategy," "future," or words, phrases or
terms of similar substance or the negative thereof, are
forward-looking statements. These statements are based on TRTL's
and Yatra's managements' current expectations or beliefs and are
subject to uncertainty and changes in circumstance and involve
risks and uncertainties that could cause actual results to differ
materially from those expressed or implied in such forward-looking
statements. In addition, these statements are based on a number of
assumptions that are subject to change. Such risks, uncertainties
and assumptions include: (1) risks relating to any unforeseen
liabilities of TRTL or Yatra; (2) future capital expenditures,
expenses, revenues, earnings, synergies, economic performance,
indebtedness, financial condition, losses and future prospects;
businesses and management strategies and the expansion and growth
of the operations of Yatra; (3) the risk that disruptions from the
transaction will harm Yatra's business; and (4) other factors
detailed in Yatra's and TRTL's reports filed with the U.S.
Securities and Exchange Commission (the "SEC"), including TRTL's
Definitive Proxy Statement filed on November
22, 2016, under the caption "Risk Factors." Neither
TRTL nor Yatra is under any obligation to, and expressly disclaims
any obligation to, update or alter its forward-looking statements,
whether as a result of new information, future events, changes in
assumptions or otherwise, except as required by law.
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/terrapin-3-acquisition-corporation-completes-business-combination-with-yatra-online-300380065.html
SOURCE Yatra USA Corp.