EbixCash World Money Limited made an offer to acquire Yatra Online, Inc. (NasdaqCM:YTRA) for approximately $340 million on March 11, 2019. As of July 16, 2019, a definitive agreement has been signed. Under the terms of the offer, EbixCash will acquire 48 million shares of Yatra Online, Inc. at $7 per share on a debt free basis. Ebix, Inc. (NasdaqGS:EBIX), parent of EbixCash would pay at its discretion either in cash or stock. In case of stock payment, Ebix, Inc. will carry a minimum collar value of $59 per share, calculated by dividing the total acquisition price payable to Yatra shareholders by the 10-day average price of the Ebix stock. Ebix stock will be converted at a minimum value of $59 in case the 10-day average price of the Ebix stock, preceding the closing date is less than $59. Also, in that case Ebix will offer all Yatra shareholders a downside cover on the Ebix stock issued by allowing them to sell Ebix stock back to Ebix in the 25th month after closing, at the discretion of each Yatra Online shareholder, at a fixed price that would be 10% lower than the price at which Ebix stock is issued to them. As per the terms of agreement signed on July 16, 2019, Ebix will issue 0.2 million convertible preferred stock, which in turn will be convertible into 4.9 million shares of Ebix common stock. Each ordinary share of Yatra will be entitled to receive 0.005 shares of a new class of preferred stock of Ebix and each share of Ebix convertible preferred stock received for each Yatra ordinary share will be convertible into 20 shares of common stock of Ebix. EbixCash World will acquire 40.1 million ordinary shares; 2.4 million class A non-voting shares, 0.92 million restricted stock units; each in exchange of 0.005 shares of a new class of preferred stock of Ebix. Each class F share will be cancelled and converted into the right to receive 0.00000005 of a share of series Y preferred stock; each Yatra India Share will be cancelled and converted into the right to receive a specified amount of shares of series Y preferred stock as set forth in the merger agreement. Options and warrants were valued as per the applied formula. As a part of the offer, outstanding warrants will be surrendered or bought and retired before completion, otherwise Ebix would pay for the warrants at the prevailing market price of the warrants and will adjust $7 share price payable downwards. The offer consists of the assumption of all Yatra Online receivables, cash and restricted cash worth at least $25 million at the time of closing and other assets, with all liabilities being paid for by Yatra Online concurrent to the closing of the transaction. Ebix reserves the right to reduce its offer or withdraw this offer, in the event Yatra’s Board of Directors declines to allow Ebix to proceed with due diligence by March 18, 2019. Upon completion, Yatra Online, Inc. will become wholly owned subsidiary of Ebix. A termination fee of $8.2 million will be paid by Yatra to Ebix in case of termination of the deal. The transaction is subject to due diligence, approval by shareholders of Yatra, the Form S-4 being declared effective by the SEC under the Securities Act, clearances by the U.S. Securities and Exchange Commission and Nasdaq of the registration and listing of the Ebix convertible preferred stock, respectively, antitrust approval and other customary closing conditions. The transaction has been approved unanimously by each of Ebix's and Yatra’s Boards of Directors. The transaction is expected to close by the fourth quarter of 2019. As of April 27, 2020, the outside date for the transaction was extended from April 27, 2020 to April 30, 2020. As on May 1, 2020, Yatra Online, Inc entered into third extension agreement in which the outside date has been further extended to May 4, 2020. As of May 14, 2020, Yatra Online, Inc entered into fourth extension agreement in which the outside date has been further extended to June 4, 2020. The transaction is highly accretive for Ebix, Inc. Kris Kemp and Jonathan Stanley of Bass, Berry & Sims PLC acted as legal advisors to Ebix, Citigroup Global Markets Inc. acted as financial advisor for a fee of $4 million and Michael R. Patrone and Jocelyn M. Arel of Goodwin Procter LLP acted as legal advisors to Yatra Online, Inc.