Else, it could opt to walk out of the agreement without inviting any penalties.
USA retail giant Walmart has an option to invest an additional $3 billion in India's largest online retailer Flipkart at the same valuation within a year of completing the acquisition of 77% stake in the company, according to the company's regulatory filings with the United States market regulator, the Securities and Exchange Commission.
The agreement was signed by Walmart and its wholly-owned subsidiary Wal-Mart International Holdings Inc, a DE corporation, with Singapore-based Flipkart Private Ltd, which means that it will be an offshore transaction. Walmart said in the filing.
Walmart notes that it may request Flipkart to issue additional shares with an aggregate purchase price of up to $3 billion, anytime in one year after the transaction close.
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. The deal now awaits clearance from India's anti-trust regulator and is expected to close later this year.
India's largest e-commerce company Flipkart's recent fundraise of $1.
"These additional ordinary shares will be issued at the same price per share as the ordinary shares issued in the share issuance, subject to adjustment for any stock splits, stock dividends or similar transactions", the filing said.
Walmart also provided some clarity on its plans to come out with an initial public offering (IPO) for Flipkart.
Walmart, in a US Securities and Exchange Commission (SEC) filing, gave details of its agreement to take about 77 per cent stake in Flipkart through infusing Dollars 2 billion cash in the company and buying some of Flipkart investors? stake for USD 14 billion.
Walmart said it can, in future, reconstruct a board member together with the approval of the majority of those Flipkart supervisors. Binny Bansal, co-founder and group CEO, continues in his role while Sachin Bansal, co-founder and executive chairman made a decision to quit the company.
The remaining positions will be taken up by Flipkart founder Binny Bansal and two remaining directors to be appointed by certain minority shareholders. According to the filing, the Flipkart board will initially have eight directors, five of which would be appointed by Walmart. A majority of Flipkart's minority shareholders also have a right to take the company public four years after the deal is completed, at a valuation higher than what Walmart has paid in this transaction. SoftBank holds approximately 22% in Flipkart.
Moreover, holders of 40 per cent of Flipkart shares held by the minority shareholders - or a combine holding of 9.2 per cent of the total equity - will be able to veto "certain material, non-arms' length transactions between Flipkart and Walmart".
Reuters formerly noted that Google-parent Alphabet was in talks to spend £ 3 billion to get a roughly 15% stake in Flipkart.
Last week, all significant shareholders in Flipkart like Naspers, venture fund Accel Partners and eBay had confirmed they were selling their shares to Walmart.
"Shareholders agreement would expire upon the consummation of the IPO, whether initiated by the board or the minority stockholders", it added.
West Ham: Adrian; Rice, Ogbonna, Cresswell; Zabaleta, Kouyate, Noble (c), Masuaku (Carroll 66); Joao Mario, Lanzini, Arnautovic. Manchester United clinched second place in the Premier League with a 0-0 draw at West Ham United on Thursday night.
WICKET! This is getting more worse for KXIP .in form KL Rahul heads back to the pavillion after scoring half century. Kings XI Punjab will take on the Kolkata Knight Riders at the Holkar Cricket Stadium, Indore on May 12, 2018.
He said that Russian Federation contacted both Iran and Israel, emphasizing the need to "avoid any mutually provoking moves". Concerns are growing that the USA pullout may deepen the conflict between Israel and Iran in Syria .
However, the Kohli fan's historic moment came to a dramatic end as the security officials quickly took him off the field. With this win, the RCB is still at the seventh spot with eight points, but they are still alive in the tournament.
Following Friday's massacre, the premier of Western Australia , Mark McGowan, called the shooting "tragic and shocking". The NFA also mandated that applicants wait 28 days from the time they obtain a permit to the time they buy a weapon.
Simpson tied the course record with a 63 on Friday and had a five-shot lead after 36 holes, and he extended that lead Saturday. He was in third place, nine shots behind and figured all he could do Sunday was go as low as he could and see where it led.
A similar feature, Wind Down, lets you set a bedtime for when the phone turns on "Do Not Disturb" mode and grays out its display. Like we already said, this feature is now only rolling out to Android users, but it should be rolled out for iOS users soon.
Both teams have raised their level of play and been through it, but are here now and have to lay it all on the line. Why not? Anyone who's followed coach Brad Stevens and company this season knows to never count them out.
Still, the new revelation in the Time Warner-AT&T merger saga hasn't shaken investor confidence in the potential union by much. Giuliani said he was trying to say that AT&T's payments to Cohen didn't sway Trump's personal point of view about the deal.
Its counter-rotating blades will spin at nearly 3,000 rpm, about 10 times faster than a similar craft here on Earth . Luckily, the flawless opportunity to accomplish this historic feat is right around the corner.
When asked by People magazine whether she considers herself bisexual or fluid, the 27-year-old said: 'I think the way ... Ora does nowhere near as much running from the ideas her song expresses as Perry did a decade ago.
The Physical World pre-sale will take place at Aragon Ballroom's box office Saturday, May 19 from 10 a.m. -3 p.m. Red Rocks' summer schedule is almost full, but Nine Inch Nails have grabbed two nights.
Zinedine Zidane's side were ruthless in their final home game of the season as they put behind them the midweek defeat to Sevilla. Three minutes later Celta had the ball in the back of the net only for the assistant referee to cut short their celebrations.
Food bank director, Linda Scheid says that the day couldn't happen without the numerous volunteers that come out annually. Hunger, the partnership points out, affects 42.2 million people around the country, including 13.1 million children.
In another sign of improving relations, North Korea this week released three USA citizens who had been imprisoned in the country. Pompeo has visited North Korea twice in the last six weeks in order to attend negotiations regarding the Trump-Kim meeting.
Babar Azam's stay barely lasted and Sarfraz Ahmed, the Pakistan skipper, couldn't make the most of the greenhorn opposition. Their partnership extended to 109, and Pakistan's to 268 for 6, before umpires had to call off play due to bad light.
Anwar will probably stand as a candidate in a by-election to become an MP before he is made a minister in Mahathir's cabinet. Datuk Seri Anwar Ibrahim will not be released on today (May 11) and it may take a few weeks before he can go home a free man.
He added existing in this country as a Black man means "25 is the like magic number that you're either dead or in jail. Asked if he'd ever do a spinoff with the ladies of " Black Panther ", he said it would be unbelievable .
I apologize for any shortcomings and mistakes, and I thank you, the people, for the opportunity to lead our great nation. Mr Najib responded swiftly by saying he respected the department's ruling and would stay with his family in the country.
People respect somewhere that I tried to play football in the right way and I tried to give pleasure to people. You need to train me that as a result of in 22 years principally I've by no means been until with a driver.
Television images showed debris scattered around the entrance of one church and police cordoning off areas as crowds gathered. Frans Barung, a spokesman for East Java's police, said one churchgoer was killed and 11 people suffered injuries.
The security agent ran the swab test again, and when it did not detect anything, he was allowed to proceed to his boarding gate. Transportation and Security Administration revised its screening process for people who travel with headwear, such as turbans.
It's not surprising that this letter probably won't get Meghan's half-brother far in terms of a last-minute wedding invite. We all know how much the Queen looked up to her grandmother, Queen Mary, who was a major influence on her as she grew up.
UFC 224 Embedded, Episode 2On Episode 2 of UFC 224 Embedded, middleweight Lyoto Machida relishes the beauty of his home country. Lineker is a Brazilian ranked sixth in the bantamweight division , whose champion is TJ Dillashaw.
Thanks to a new "public hate content and hateful conduct policy ", Spotify has made a decision to remove all traces of R. Kelly's discography is the first high-profile move of the company under this new mandate.