Walmart Inc. may take Indian online retailer Flipkart Online Services Pvt. Ltd. public in as early as four years of the closing of its planned deal, the Bentonville, Ark.-based retailer has said in a regulatory filing.
Walmart has agreed to acquire a 77% stake in Flipkart for $16 billion.
Minority shareholders holding 60% of Flipkart's shares, acting together, may require Flipkart to launch an IPO following the fourth anniversary of closing of the deal, Walmart said. The valuation of the IPO will be no less than the amount paid by Walmart under the share issuance agreement, subject to the satisfaction of other conditions.
Also as part of the agreement, Walmart or any of its affiliates may request Flipkart to issue additional ordinary shares with an aggregate purchase price of up to $3 billion after the closing of the deal and on or before the first anniversary of the closing.
Walmart said there is no termination fee payable by any party if the share issuance or share purchase agreement with Flipkart was terminated.
Under the agreement, Flipkart's board will initially have eight directors, five Walmart-appointed directors; two directors appointed by certain minority shareholders; and one will be Flipkart's founder. For at least two years following closing of the transactions, the two Walmart-appointed directors must be unaffiliated with the retailer. The number of directors may be increased to nine. Additional directors appointed by Walmart must be unaffiliated with Walmart and must be approved by Flipkart's board.
Walmart may appoint or replace the CEO and other principal executives of Flipkart's group of companies, subject to consultation rights of Flipkart's board and its founder, Walmart said.