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Yatra Online, Inc. Board of Directors Unanimously Rejects Magna Holdings’ Unsolicited Partial Tender Offer

YTRA
  • Yatra Online Inc.'s Board of Directors unanimously rejected and opposes an unsolicited partial tender offer from Magna Holdings Ltd. to acquire up to 31% of outstanding shares.
  • The offer proposes a cash price of $1.10 per share, which the Board states substantially undervalues the company & fails to reflect its intrinsic value.
  • The Board notes the offer price represents a 45% discount to the stock's $2.00 high in the quarter ended December 31, 2025, & a 41.5% discount to the $1.88 high in the quarter ended March 31, 2026.
  • Yatra highlights that its 62.66% indirect interest in its subsidiary Yatra India alone has a market value of approximately $110.9 million, exceeding the $70.4 million implied equity value of the entire company under the offer.
  • The Board argues the offer lacks a compelling control premium despite Magna seeking near-control of the company through a 31% stake.
  • Magna has provided no strategic plans, identity details, or financial statements, & is a recently formed British Virgin Islands entity with no operating history.
  • The offer is subject to potential Indian withholding taxes as high as 42.74%, which could reduce the net proceeds to shareholders to approximately $0.63 per share.
  • The offer includes over 30 conditions that allow Magna to decline closing the transaction, creating significant uncertainty for tendering shareholders.
  • Shareholders who do not have their shares purchased due to proration risks would be left holding stock in a company influenced by an unknown entity without a disclosed plan.
  • The Board has filed a Schedule 14D-9 recommendation statement with the SEC advising shareholders to reject the offer & not tender their shares.