SEC Form 4 · accession 0001144204-16-140581
Terrapin 3 Acquisition Corp · TRTL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan H Kagan
Director
Period of report
Dec 16, 2016
Accepted (ET)
Dec 20, 2016 · 9:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001608298
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class F Common StockF1 | Dec 16, 2016 | D | 15,000 | — | D | 15,000 | D | |
| Class A Common StockF2,F3 | Dec 16, 2016 | D | 5,000 | — | D | 0 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Disposed 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.
- F2Disposed of in exchange for 5,000 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.
- F3Represents shares held by Trust U/W/O Robert Kagan Article Fifth for the benefit of a member of the reporting person's immediate family. The reporting person is the trustee of the trust. The reporting person disclaims beneficial ownership of such securities except to the extent of his respective pecuniary interest therein.