13G Filing: Rotation Capital Management, LP and Yatra Online Inc (YTRA)

Item 1.

(a)

Name of Issuer
The name of the issuer is Yatra Online, Inc. (the Company).

(b)

Address of Issuers Principal Executive Offices
The Companys principal executive offices are located at 1101-03, 11th Floor, Tower-B, Unitech Cyber Park,

Sector 39, Gurgaon, Haryana 122002, India.

Item 2.

(a)

Name of Person Filing
This statement is filed by:

(i)            Rotation Capital Management, LP, a Delaware limited partnership (the Investment Manager), with respect to the Shares (as defined in Item 2(d) below) directly held by Rotation Capital Credit Opportunities Fund, Ltd., a Cayman Islands exempted company (the Rotation Fund); and

(ii)           Mr. Matthew Rothfleisch (Mr. Rothfleisch) with respect to the Shares directly held by the Rotation Fund.

The foregoing persons are hereinafter sometimes collectively referred to as the Reporting Persons.

The Investment Manager serves as the investment manager to the Rotation Fund. The general partner of the Investment Manager is Rotation Capital Partners, LLC (the General Partner).  Mr. Rothfleisch is the managing member of the General Partner. The filing of this statement should not be construed as an admission that any of the forgoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the Shares reported herein.  Mr. Rothfleisch expressly disclaims beneficial ownership of the Shares.

(b)

Address of Principal Business Office or, if none, Residence
The address of the business office of each of the Reporting Persons is 489 Fifth Avenue, 11th Floor, New York, NY 10017.

(c)

Citizenship
The Investment Manager is a Delaware limited partnership.  Mr. Rothfleisch is a citizen of the United States.

(d)

Title of Class of Securities
Ordinary Shares, par value $0.0001 per share (the Shares)

(e)

CUSIP Number
G98338109

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e)

x

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j)

o

A non-U.S. institution in accordance with § 240.13d1(b)(1)(ii)(J);

(k)

o

Group, in accordance with § 240.13d1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§ 240.13d1(b)(1)(ii)(J), please specify the type of institution:____________________________