SEC Company Response from Yatra Online, Inc. (YTRA) (CIK 0001516899) (YTRA) — Apr 24, 2026
Yatra Online, Inc. (YTRA) (CIK 0001516899)
Date: April 24, 2026 · CIK: 0001516899 · Accession: 0001493152-26-018865
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 001-37968
Referenced dates: April 13, 2026, March 23, 2026
Letter
Via EDGAR Division of Corporation Finance - Office of Energy & Transportation Attention: Brian McAllister and Kimberly Calder Form 20-F for the Fiscal Year Ended March 31, 2025 Filed July 31, 2025 File No. 001-37968
Re: Yatra Online, Inc.
Dear Mr. McAllister and Ms. Calder:
Yatra Online, Inc. (the "Company," "we," "us" or "our") submits this letter in response to the comments ("Response Letter") from the staff of the Division of Corporation Finance (the "Staff") of the U.S. Securities and Exchange Commission (the "Commission") with respect to the Company's Annual Report on Form 20-F for the fiscal year ended March 31, 2025 (File No. 001-37968) filed with the Commission on July 31, 2025 (the "2025 20-F"), as set forth in the Staff's follow-up letter dated April 13, 2026 addressed to Mr. Anuj Sethi (the "Comment Letter"), following the Staff's initial letter dated March 23, 2026.
For reference purposes, the text of the Comment Letter has been reproduced herein with responses below each numbered comment. For the Staff's convenience, the reproduced Staff comments from the Comment Letter have been italicized.
Item 5. Operating and Financial Review and Prospects
Certain Non-IFRS Measures
Reconciliation of Adjusted (Loss)/Profit, page 112
1. We note your response to comment 3. Question 102.11 of the Corporation Finance Interpretations on Non-GAAP Financial Measures prohibits adjustments to arrive at a non-GAAP measure to be shown net of taxes. We also note the adjustment for the impact of taxes should only represent tax amounts that impact non-GAAP adjustments, not the entire income tax provision. Additionally, your reconciliation begins with profit/(loss) for the period "before taxes" (as per IFRS) rather than profit/(loss) for the period (as per IFRS), as labeled. Please revise your disclosure to comply with these considerations in your filings.
RESPONSE :
The Company respectfully acknowledges the Staff's comment and confirms that beginning with the 2026 20-F, it will revise its disclosure in response to the Staff's comment.
The following is an example of how the Company expects to comply with the above considerations beginning with the 2026 20-F. In the tables below, the Company has removed the adjustment for "impairment of loan to joint venture" because it is not applicable to the periods presented.
Reconciliation of Adjusted (Loss)/ Profit Fiscal Year ended March 31,
(Amount in thousands)
Profit/(Loss) for the period (as per IFRS) (366,505 ) 23,501
Employee share-based compensation costs 229,260 124,787
Listing and related expenses 54,238 -
Tax impact of non-IFRS adjustments* - -
Adjusted Loss for the Period (83,007 ) 148,288
Fiscal Year ended March 31,
Reconciliation of Adjusted Basic Loss (Per Share)
Basic loss per share (as per IFRS) (5.60 ) (1.73 )
Employee share-based compensation costs 2.48 1.39
Listing and related expenses 0.56 -
Tax impact of non-IFRS adjustments* - -
Adjusted Basic loss Per Share (2.56 ) (0.34 )
Fiscal Year ended March 31,
Reconciliation of Adjusted Diluted Loss (Per Share)
Diluted loss per share (as per IFRS) (5.60 ) (1.73 )
Employee share-based compensation costs 2.48 1.39
Listing and related expenses 0.56 -
Tax impact of non-IFRS adjustments* - -
Adjusted Diluted loss Per Share (2.56 ) (0.34 )
* Non-IFRS adjustments, such as employee share-based compensation and listing expenses, are tax-effected using the statutory rates of the jurisdictions in which they arise. The employee share-based compensation and listing expenses adjustments are attributable to a Company subsidiary that currently has a nil tax liability. Accordingly, no income tax adjustment is required for these items.
* * * * *
If you should have any questions or comments with respect to the foregoing, please contact the undersigned at (+91 124) 4591700.
Sincerely,
/s/
Anuj Sethi
Show Raw Text
CORRESP
1
filename1.htm
April
24, 2026
Via
EDGAR
U.S.
Securities and Exchange Commission
Division
of Corporation Finance - Office of Energy & Transportation
100
F Street, N.E.
Washington,
D.C. 20549
Attention:
Brian McAllister and Kimberly Calder
Re:
Yatra Online, Inc.
Form 20-F for the Fiscal Year Ended March 31, 2025
Filed July 31, 2025
File No. 001-37968
Dear
Mr. McAllister and Ms. Calder:
Yatra
Online, Inc. (the "Company," "we," "us" or "our") submits this letter in response to
the comments ("Response Letter") from the staff of the Division of Corporation Finance (the "Staff") of the U.S.
Securities and Exchange Commission (the "Commission") with respect to the Company's Annual Report on Form 20-F for
the fiscal year ended March 31, 2025 (File No. 001-37968) filed with the Commission on July 31, 2025 (the "2025 20-F"), as
set forth in the Staff's follow-up letter dated April 13, 2026 addressed to Mr. Anuj Sethi (the "Comment Letter"),
following the Staff's initial letter dated March 23, 2026.
For
reference purposes, the text of the Comment Letter has been reproduced herein with responses below each numbered comment. For the Staff's
convenience, the reproduced Staff comments from the Comment Letter have been italicized.
Item
5. Operating and Financial Review and Prospects
Certain
Non-IFRS Measures
Reconciliation
of Adjusted (Loss)/Profit, page 112
1.
We
note your response to comment 3. Question 102.11 of the Corporation Finance Interpretations on Non-GAAP Financial Measures prohibits
adjustments to arrive at a non-GAAP measure to be shown net of taxes. We also note the adjustment for the impact of taxes should only
represent tax amounts that impact non-GAAP adjustments, not the entire income tax provision. Additionally, your reconciliation begins
with profit/(loss) for the period "before taxes" (as per IFRS) rather than profit/(loss) for the period (as per IFRS), as
labeled. Please revise your disclosure to comply with these considerations in your filings.
RESPONSE :
The
Company respectfully acknowledges the Staff's comment and confirms that beginning with the 2026 20-F, it will revise its disclosure
in response to the Staff's comment.
The
following is an example of how the Company expects to comply with the above considerations beginning with the 2026 20-F. In the tables
below, the Company has removed the adjustment for "impairment of loan to joint venture" because it is not applicable to the
periods presented.
Reconciliation of Adjusted (Loss)/ Profit
Fiscal Year ended March 31,
(Amount in thousands)
2024
2025
2026
Profit/(Loss) for the period (as per IFRS)
(366,505 )
23,501
Employee share-based compensation costs
229,260
124,787
Listing and related expenses
54,238
-
Tax impact of non-IFRS adjustments*
-
-
Adjusted Loss for the Period
(83,007 )
148,288
Fiscal Year ended March 31,
Reconciliation of Adjusted Basic Loss (Per Share)
2024
2025
2026
Basic loss per share (as per IFRS)
(5.60 )
(1.73 )
Employee share-based compensation costs
2.48
1.39
Listing and related expenses
0.56
-
Tax impact of non-IFRS adjustments*
-
-
Adjusted Basic loss Per Share
(2.56 )
(0.34 )
Fiscal Year ended March 31,
Reconciliation of Adjusted Diluted Loss (Per Share)
2024
2025
2026
Diluted loss per share (as per IFRS)
(5.60 )
(1.73 )
Employee share-based compensation costs
2.48
1.39
Listing and related expenses
0.56
-
Tax impact of non-IFRS adjustments*
-
-
Adjusted Diluted loss Per Share
(2.56 )
(0.34 )
*
Non-IFRS adjustments, such as employee share-based compensation and listing expenses, are tax-effected using the statutory rates of the
jurisdictions in which they arise. The employee share-based compensation and listing expenses adjustments are attributable to a Company
subsidiary that currently has a nil tax liability. Accordingly, no income tax adjustment is required for these items.
*
* * * *
If
you should have any questions or comments with respect to the foregoing, please contact the undersigned at (+91 124) 4591700.
Sincerely,
/s/
Anuj Sethi
Anuj Sethi
cc:
Siddhartha Gupta, Chief
Executive Officer, Yatra Online Inc.
Anuj Sethi, Principal Financial
Officer and Principal Accounting Officer, Yatra Online Inc.
Jocelyn M. Arel, Goodwin
Procter LLP