Yatra Online, Inc. current report, Q3 FY2020

Business Context and Reporting Period

This Form 6-K filing by Yatra Online, Inc. is dated July 29, 2020. The report details the final settlement of the acquisition of Air Travel Bureau Private Limited (ATB), a transaction initiated in 2017. Following this settlement, ATB becomes a 100% subsidiary of Yatra.

Key Financial Metrics

The filing does not provide standard financial metrics such as revenue, profit, cash flow, margins, or debt levels for the reporting period. The primary financial data relates to the ATB acquisition settlement:

  • Final Payment Determined: INR 800 million.
  • Previous Earnout Contingency: INR 1,190 million (as per the last balance sheet).
  • Reduction in Liability: INR 390 million.
  • Historical Payments: Approximately INR 510 million paid in August 2017 and an advance of INR 200 million paid in FY19.

Material Changes

The most significant change is the resolution of the ATB acquisition dispute and the finalization of the purchase price. The final payment of INR 800 million is INR 390 million lower than the previously recorded earnout contingency of INR 1,190 million. This adjustment resolves all disputes and claims arising from the original Share Purchase Agreement.

Outlook, Risks, and Unusual Items

Management Commentary: The settlement allows for greater integration of the ATB business going forward as it becomes a wholly-owned subsidiary.

Legal Contingencies Resolved:

  • Arbitration proceedings initiated by Yatra India against Mr. Sunil Narain were terminated in October 2019 with a consent award.
  • A related appeal at the High Court of Delhi was disposed of in October 2019.
  • A First Information Report (FIR) and related proceedings were quashed by the High Court in December 2019. Although costs were initially imposed on Yatra India, the Supreme Court of India reversed these costs in February 2020.

Unusual Items: The filing focuses exclusively on the legal and financial settlement of the ATB acquisition rather than operational performance.

Investor Verification Checklist

  • Verify the impact of the INR 390 million reduction in the earnout liability on the company's current quarter earnings.
  • Confirm the timing of the INR 800 million final payment and its effect on cash flow.
  • Review the integration plan for ATB as a 100% subsidiary to assess future synergies.
  • Check subsequent filings for any remaining legal costs or conditions related to the settlement.