Tuesday, 11 December, 2018

Flipkart IPO Could Be in Four Years, Walmart Says in Regulatory Filing

The logo of Walmart is seen on shopping trolleys at their store in Sao Paulo Brazil The logo of Walmart is seen on shopping trolleys at their store in Sao Paulo Brazil
Doris Mccormick | 13 May, 2018, 12:21

Walmart Inc. said on Saturday in a filing with a USA regulator that it may launch a Flipkart IPO in as early as four years, detailing for the first time a potential listing timeline for Walmart's largest-ever acquisition.

At the time of announcing the deal, Walmart had said it supported the Flipkart management's desire to go public in future. The Flipkart share purchase deal is likely to close by 9 March 2019.

Walmart also mentioned no celebration would be responsible to pay a termination fee if a share issuance or invest in arrangement with Flipkart were also terminated. Walmart had reported an EPS of $3.28 in Fiscal 2018.

Another clause that Walmart has put into the agreement is that it has the right to invest an additional $3 billion into Flipkart at the same valuation of its initial purchase.

As per SEC filing, Walmart may take Flipkart public in four years.

The filing said that the IPO must not be done below the value which Walmart invested in the Indian e-commerce firm.

As a portion of the bargain, wal mart will initially appoint five supervisors to Flipkart's plank, two supervisors will probably be appointed by minority investors whilst Bansal will take a single plank seat, as stated by the filing. Sachin Bansal has already chose to sell his shares and exit from the company.

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Moreover, Bentonville, Arkansas-based United States retailer said in the filing that it has the right to appoint or change chief executive or other principal executives of the country's largest e-commerce company. Flipkart board will have eight directors, down from ten.

In addition, it said that it could recycle or exchange Flipkart's chief executive as well as other vital executives of all band businesses in consultation with Bansal and the plank.

The minority shareholders of Flipkart will be able to exercise a conditional right of veto over "specified decisions relating to Flipkart's business and activities", the filing said but did not spell out the details.

Apart from outlining Flipkart's IPO plans, Walmart also detailed other clauses of its shareholding agreement, including the constitution of the Flipkart board for the next two years. This suggests that minority shareholders, with a combined stake of 13.8 per cent of the overall equity of Flipkart, may be able to block some transactions. Currently, SoftBank retains about 22 per cent in Flipkart, according to the ToI report.

Last week, all significant shareholders in Flipkart like Naspers, venture fund Accel Partners and eBay had confirmed they were selling their shares to Walmart.

The right of first refusal for the minority shareholders will expire if Walmart owns 85 per cent of the outstanding shares of Flipkart, it added. "The number of directors may be increased to nine at any time, appointed by Walmart with the approval of a majority of the Flipkart directors and must be unaffiliated with Walmart", read the regulatory filing. This is the first sale after the acquisition of Flipkart by Walmart.

Two directors are expected to be appointed by minority shareholders (which include Tiger Global, Tencent and Microsoft) and one by cofounder (Binny Bansal), who holds a 4-5% stake.

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