Almost a decade ago, Walmart Inc launched its first effort to enter India. It was through a joint venture with New Delhi-based conglomerate Bharti Enterprises.

Everybody’s eyes were on the joint venture as they lobbied hard with the government to allow foreign retailers to set up brick and mortar shops in India. It was 2007, and many believed that India’s retail business was at the cusp of change. In the ten years that have gone by since then, India’s retail business has indeed been transformed, but not from Bharti and Walmart’s efforts.

The revolution in the way Indians shopped came through a company that was incorporated just two months after the Bharti-Walmart joint venture was announced. Away from the limelight and the power centres of Delhi and Mumbai, two former Amazon employees in Bengaluru — Sachin Bansal and Binny Bansal — set up what has now become the most coveted name in India’s retail business, Flipkart.

A decade later, things have come a full circle. Several media reports including those from Bloomberg and Reuters suggest that Walmart is weighing up a multi-billion dollar bid to become the largest shareholder in India’s largest e-retailer. Similar reports of Walmart’s interest in Flipkart had also surfaced in 2016.

While Walmart, the top ranked Fortune 500 company with annual revenues of nearly $486 billion, would have the financial muscle to fund any deal, convincing Flipkart’s bevy of shareholders is another matter.

According to filings with the Accounting and Corporate Regulatory Authority (ACRA) in Singapore, 145 entities own both ordinary and preference shares in Flipkart Ltd, the holding company of the entire group, as on February 2. Apart from the well known private equity investors, Flipkart’s list of shareholders also boasts of pension funds of companies like Shell, Sears and even the savings board of the US’ National Football League (NFL) players.

Ever since the holding company was shifted to Singapore in 2011, investors have poured in roughly $6.57 billion into Flipkart Ltd to pick up 118.56 million preference shares. Of these, SoftBank Group, Tiger Global, Naspers and Accel Partners hold almost 68%. SoftBank only entered Flipkart last year for $2.5 billion.

The company also has around 16 million ordinary shares. These are divided largely amongst Sachin Bansal, Binny Bansal and Tiger Global.

The shareholder that would need the most convincing would be SoftBank. The Masayoshi Son-led Japanese multinational wants to build a ‘coalition of like-minded people, comrades, entrepreneurs’ to work together in revolutionising consumer behaviour across the world. In India alone, the group has invested $7 billion since 2014 into high-growth startups in e-commerce, ride-hailing apps, asset managing, grocery delivery services, payment platforms and others.

In an e-mailed reply to Fortune India, Alok Sama, chief strategy officer, SoftBank Group said about India’s retail space, “SoftBank’s bet is that India will never likely have scaled organised retail in the form of physical department stores, but will gravitate directly toward mobile e-commerce.”

That explains its investment in Flipkart after its earlier bet Snapdeal refused a merger with the former. Media reports last year indicated that SoftBank is eyeing an even larger share in Flipkart, and was considering putting an offer for shares of Tiger Global, Accel Partners, IDG Ventures and others in Flipkart. Fortune India could not independently verify these reports.

Look beyond the revenues of SoftBank and Walmart and the battle would be on an even keel. In fiscal 2017, Walmart’s annual revenue was nearly $486 billion while its profits were $13.6 billion. As on March 31, 2017, Walmart’s assets stood at $198 billion. In comparison, SoftBank Group ranked 72 in the Fortune Global 500 list, had revenues of $82 billion but its profit was a smidgen less than Walmart’s at $13.2 billion. It’s assets as on March 31, 2017 stood at $221 billion.

Walmart though is desperate to get a footing in India. Its efforts at lobbying with the government in India to open up retail trade for foreign investment led to convoluted and ultimately restrictive policy which the Congress-led United Progressive Alliance government formalised in 2012. A year later Walmart broke off its joint venture with Bharti Enterprises and continued in wholesale operations on its own. Today, it has 20 cash-and-carry stores in India but its performance is largely uninspiring. Being an unlisted firm, financial details are only available till the financial year 2016. In fiscal 2016, Wal-Mart India Pvt Ltd had revenues of Rs 3,996 crore and a net loss of Rs 140 crore.

The change in government too did not bring any luck for Walmart’s India plans. The Bhartiya Janata Party (BJP), thanks to its large supporter base of traders who would be directly affected by modern retail chains coming in to India, was always opposed to the idea of having the likes of Walmart sell directly to Indian customers. However, the need to modernise India’s supply chain specially for food products, led to Prime Minister Narendra Modi and his cabinet allowing for 100% foreign investment in foot retail where the products are sourced and manufactured in India.

While saying anything is a ‘need’ for a behemoth like the Bentonville, Arkansas based Walmart would be a stretch. Going by its own activities, there is little doubt that America’s largest retailer wants to protect itself against Amazon’s seemingly unstoppable rise.

After Amazon stepped on Walmart's turf by purchasing Whole Foods Market Inc last year, this year Walmart announced a strategic alliance with Japanese e-commerce major Rakuten.

Amazon is already pouring in money into India and has identified it as key market for the future. Walmart too said in its 2017 annual report that the bulk of the capital allocation in international markets would be for Mexico, Canada, China and India. Rightly so, as India is undoubtedly the next big thing in e-commerce.

A recent report by Google and The Boston Consulting Group suggests that digital consumer spending in India will double to $100 billion by as early as 2020. According to another report by BCG, overall Indian consumer spending is expected to touch $4 trillion by 2025. In the past three years, the number of online buyers has increased sevenfold to 80 million to 90 million. BCG expects this number to grow to reach anywhere between 300 to 350 million by 2025. That number is more than the population of the US.

The problem with such numbers is the valuation. Flipkart is already a powerhouse in relatively nascent market. How will the future growth potential be factored into valuations if Walmart makes an attempt for a complete buyout of Flipkart? This is just one of the many questions that Walmart’s apparent interest in Flipkart has generated. Will SoftBank be willing to sell its shares? What kind of powers does the shareholder agreement give SoftBank in Flipkart? The answer to these and many other questions will come over the next few months, for the saga of Walmart’s second coming in India has just begun.

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