4//SEC Filing
Terrapin 3 Acquisition Corp 4
Accession 0001144204-16-140584
CIK 0001608298operating
Filed
Dec 19, 7:00 PM ET
Accepted
Dec 20, 9:35 PM ET
Size
10.7 KB
Accession
0001144204-16-140584
Insider Transaction Report
Form 4
Barudin Guy
CFO and COO
Transactions
- Disposition to Issuer
Warrant to purchase shares of Class A Common Stock
2016-12-16−12,572→ 180,844 total(indirect: See footnote)Exercise: $5.75From: 2017-01-15Exp: 2021-12-16→ Class A Common Stock (6,286 underlying) - Disposition to Issuer
Class F Common Stock
2016-12-16−39,062→ 39,062 total(indirect: See footnote) - Disposition to Issuer
Class A Common Stock
2016-12-16−900→ 0 total
Footnotes (5)
- [F1]Disposed of pursuant to the Forfeiture Agreement, dated as of December 16, 2016 by and among MIHI LLC, Apple Orange LLC, Noyac Path LLC, Periscope, LLC, Terrapin Partners Employee Partnership 3 LLC, Terrapin Partners Green Employee Partnership, LLC, Jonathan Kagan, George Brokaw, Victor Mendelson, Terrapin 3 Acquisition Corporation (the "Issuer") and Yatra Online, Inc. ("Yatra"), through which the holders of Class F Common Stock forfeitted one-half of the shares of Class F Common Stock held by them.
- [F2]Represents shares of Class F Common Stock held by Periscope, LLC. Guy Barudin is the sole member of Periscope, LLC. Mr. Barudin has sole voting and dispositive control over all securities held by Periscope, LLC. Excludes beneficial interest in 167,160 shares of Class F Common Stock allocated to Mr. Barudin and held by Terrapin Partners Employee Partnership 3, LLC.
- [F3]Disposed of in exchange for 900 ordinary shares, par value $0.0001, of Yatra ("Ordinary Shares"), in connection with the consummation on December 16, 2016 of the merger (the "Merger") of the Issuer with T3 Merger Sub. Corp., a wholly-owned subsidiary of T3 Parent Corp., pursuant to that certain Amended and Restated Business Combination Agreement, dated as of September 28, 2016 (as may be amended, the "Business Combination Agreement"), by and among Yatra, T3 Parent Corp., T3 Merger Sub Corp., the Issuer, MIHI LLC (solely for the purposes set forth therein) and Shareholder Representative Services LLC, as amended.
- [F4]The warrants, which were originally issued pursuant to a private placement in connection with the Issuer's initial public offering, to acquire shares of the Issuer's Class A Common Stock, were automatically converted in connection with the Merger into warrants to purchase Ordinary Shares. Each warrant is exercisable for one-half of one Ordinary Share at an exercise price of $5.75 per half share. Warrants may be exercised only for a whole number of shares.
- [F5]Represents warrants held by Periscope, LLC.
Documents
Issuer
Terrapin 3 Acquisition Corp
CIK 0001608298
Entity typeoperating
Related Parties
1- filerCIK 0001608298
Filing Metadata
- Form type
- 4
- Filed
- Dec 19, 7:00 PM ET
- Accepted
- Dec 20, 9:35 PM ET
- Size
- 10.7 KB