Walmart’s $16 billion acquisition of 77% Interest in Flipkart

J.P. Morgan Securities LLC is acting as the lead financial advisor for Walmart, along with Barclays, with Hogan Lovells, Shardul Amarchand Mangaldas & Co. and Gibson, Dunn & Crutcher LLP as outside counsel to Walmart. Goldman Sachs & Co. LLC acted as exclusive financial advisor to Flipkart. Gunderson Dettmer LLP, Khaitan & Co., Allen & Gledhill LLP and Dentons Rodyk & Davidson LLP provided legal counsel to Flipkart.

Walmart Inc. (NYSE: WMT) announced it has signed definitive agreements to become the largest shareholder in Flipkart Group (“Flipkart”). The investment will help accelerate Flipkart’s customer-focused mission to transform commerce in India through technology and underscores Walmart’s commitment to sustained job creation and investment in India, one of the largest and fastest-growing economies in the world.

Subject to regulatory approval in India, Walmart will pay approximately $16 billion for an initial stake of approximately 77 percent in Flipkart, formally Flipkart Private Limited. The remainder of the business will be held by some of Flipkart’s existing shareholders, including Flipkart co-founder Binny Bansal, Tencent Holdings Limited, Tiger Global Management LLC and Microsoft Corp. While the immediate focus will be on serving customers and growing the business, Walmart supports Flipkart’s ambition to transition into a publicly-listed, majority-owned subsidiary in the future.

Founded in 2007, Flipkart has led India’s eCommerce revolution. The company has grown rapidly and earned customer trust, leveraging a powerful technology foundation, including artificial intelligence, and emerging as a leader in electronics, large appliances, mobile and fashion and apparel. In a market where Walmart expects eCommerce to grow at four times the rate of overall retail, and with well-known platforms such as Myntra, Jabong and PhonePe, Flipkart is uniquely positioned to leverage its integrated ecosystem, which is defined by localized service, deep insights into Indian customers and a best-in-class supply chain. Flipkart’s supply chain arm, eKart, serves more than 800 cities, making 500,000 deliveries daily. In the fiscal year ended March 31, Flipkart recorded GMV of $7.5 billion1 and net sales of $4.6 billion representing more than 50 percent year-over-year growth in both cases. With the investment, Flipkart will leverage Walmart’s omni-channel retail expertise, grocery and general merchandise supply-chain knowledge and financial strength, while Flipkart’s talent, technology, customer insights and agile and innovative culture will benefit Walmart in India and across the globe.

Hogan Lovells advised Walmart with a team including Richard “Rick” Climan (Picture), Christopher Moore and Stephanie Keen.

Gibson Dunn advised Walmart with a team including Kelly Austin, Michael Farhang and Joseph Warin.

The Gunderson deal team was led by partner Steven Baglio, and included partner and Mergers and Acquisitions Chair Andrew Luh, partner Jonathan Pentzien, partner Ferish Patel, partner Mark Foster, partner and a leader of the IP & Tech Transactions group David Sharrow and special counsel John Olson.

Cyril Amarchand Mangaldas advised Flipkart with a team including Nivedita Rao, Anand Jayachandran and Arun Prabhu.

J. Sagar Associates (JSA) has represented eBay with a team including Vivek K. Chandy, Archana Tewary, Amitabh Kumar, Vaibhav Choukse, and Kumarmangalam Vijay.

Morgan Lewis & Bockius served as both Singapore and U.S. counsel to eBay with a team including William Perkins, Dinesh Melwani and Joo Khin Ng
 

Involved fees earner: Vivek Chandy – J. Sagar Associates; Archana Tewary – J. Sagar Associates; Amitabh Kumar – J. Sagar Associates; Vaibhav Choukse – J. Sagar Associates; Nivedita Rao – Cyril Amarchand Mangaldas; Anand Jayachandran – Cyril Amarchand Mangaldas; Arun Prabhu – Cyril Amarchand Mangaldas; Steven Baglio – Gunderson Dettmer; Andrew Luh – Gunderson Dettmer; Jonathan Pentzien – Gunderson Dettmer; John Olson – Gunderson Dettmer; Ferish Patel – Gunderson Dettmer; Mark Foster – Gunderson Dettmer; David Sharrow – Gunderson Dettmer; Kelly Austin – Gibson Dunn & Crutcher; Michael Farhang – Gibson Dunn & Crutcher; Joseph Warin – Gibson Dunn & Crutcher; Richard Climan – Hogan Lovells; Christopher Moore – Hogan Lovells; Stephanie Keen – Hogan Lovells; Joo Khin Ng – Morgan Lewis; William Perkins – Morgan Lewis; Dinesh Melwani – Morgan Lewis;

Law Firms: J. Sagar Associates; Cyril Amarchand Mangaldas; Gunderson Dettmer; Gibson Dunn & Crutcher; Hogan Lovells; Morgan Lewis;

Clients: eBay Inc.; Walmart; Flipkart;