On August 21, after the U.S. stock market closed, Walmart disclosed in its latest regulatory filing with the U.S. Securities and Exchange Commission (SEC) that it would reduce its entire stake in JD.com (JD.O). According to sources close to the transaction, this move by Walmart is believed to be necessary to alleviate its own financial pressure. However, sources close to JD.com revealed that the change in equity investment will not affect any business cooperation between the two parties. They remain important strategic partners to each other and are willing to continue maintaining close business relationships to expand their domestic and international market operations.
After the market closed on Tuesday, media reports cited sources familiar with the matter saying that Walmart, the largest corporate shareholder of JD.com, is planning to sell 144.5 million shares of JD.com stock at a price range of $24.85 to $25.85 per share. Morgan Stanley is the brokerage firm entrusted by Walmart to handle this major transaction. If the reports are accurate and the transaction is completed at the higher end of the price range, the value of Walmart's sale would reach $3.74 billion. Even at the lower end of the price range, Walmart would still receive $3.59 billion.
On Tuesday, JD.com fell by nearly 4.6%, moving away from the closing high set on June 12, which marked the third consecutive trading day of gains since Monday. Based on Tuesday's closing price, Walmart's selling price represents a discount of up to 11.8%, or at least 8.3% at the lower end of the price range. As a major shareholder holding over 5% of JD.com, Walmart has not submitted any documents to the U.S. Securities and Exchange Commission (SEC) disclosing the reported plan to reduce its holdings on Tuesday.
Some media reports suggest that the 144.5 million shares Walmart plans to sell come from the JD.com equity it acquired when the company sold its subsidiary, Yihaodian, to JD.com in 2016.
In June 2016, JD.com and Walmart jointly announced a deep strategic partnership, with Walmart's subsidiary Yihaodian merging into JD.com, and Walmart acquiring approximately 5% of JD.com's equity. According to the agreement reached at that time, Walmart acquired around 145 million Class A ordinary shares newly issued by JD.com, accounting for about 5% of JD.com's total issued shares. Based on JD.com's stock price at the time, the transaction was valued at around $1.5 billion. Subsequently, Walmart's stake in JD.com quickly rose, exceeding 10% by October 2016.
JD.com's 2023 annual report released earlier this year showed that as of March 31, JD.com founder Liu Qiangdong collectively held 11.2% of JD.com's shares and 70.5% of the voting rights, while Walmart held 9.4% of the shares and 3.1% of the voting rights. Compared to the previous year's end of February, Liu Qiangdong's ownership of JD.com shares decreased by 1.5 percentage points, and voting rights decreased by 3.4 percentage points, while Walmart's shareholding remained unchanged, with the ownership percentage increasing by 0.2 percentage points and voting rights increasing by 0.3 percentage points.
Just before the news broke on Tuesday that Walmart was seeking to sell over 100 million shares, JD.com had announced better-than-expected second-quarter financial results last Thursday. JD.com's second-quarter revenue was 291.40 billion yuan, a year-on-year increase of 1.2%, higher than analysts' expectations of 290.51 billion yuan. The adjusted EBITDA for the quarter was 13.53 billion yuan, a 30% increase year-on-year
Far exceeding analysts' expectations at 11.69 billion yuan. After the financial report, JD.com's US stocks surged by nearly 8.5% last Friday, while JD.com's Hong Kong stocks rose by about 9%.
Although JD.com's second-quarter financial report was generally positive, Morgan Stanley subsequently released a report pointing out that against the backdrop of weak consumption and increasingly fierce competition in e-commerce, JD.com's revenue only increased by 1.2% year-on-year, which should draw market attention.
The Morgan Stanley report stated that in the first half of the year, JD.com and JD Retail's revenue increased by 3.9% year-on-year, slightly higher than the 3.7% growth rate of China's total retail sales of consumer goods announced by the National Bureau of Statistics in the first half of the year. The report predicts that JD.com's revenue growth will not significantly recover in the second half of the year. In the third and fourth quarters, JD Retail's revenue is expected to increase by 4.4% and 4.7% respectively, with a full-year expected growth of 4.2%. At the same time, Morgan Stanley cautiously lowered JD.com's revenue expectations, reducing the revenue expectations for 2025 and 2026 by 5% and 10% respectively, reflecting Morgan Stanley's conservative view on JD.com's recovery growth momentum in the intense industry competition

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Walmart recently disclosed in a filing with the US SEC that it has reduced its entire stake in JD.com, expecting to retrieve funds ranging from $3.59 billion to $3.74 billion. This move is believed to be due to financial pressure faced by Walmart. However, the business cooperation with JD.com will not be affected, and both parties will continue to maintain a close strategic partnership. This equity change occurred after Walmart's stake in JD.com exceeded 10% since their strategic cooperation in 2016

- Walmart disclosed selling all its JD.com shares post-market on August 21 to alleviate financial pressure, with Morgan Stanley brokering the deal at $24.85 to $25.85 per share, potentially totaling $37.4 billion. Despite the sale, Walmart remains a strategic partner with JD.com, aiming to expand domestic and international markets. Walmart's move, stemming from its 2016 JD.com investment, contrasts JD.com's recent positive Q2 earnings exceeding expectations but facing market concerns over modest revenue growth amidst fierce e-commerce competition.
- Walmart's sale of over 145 million JD.com shares, acquired from a 2016 strategic partnership, signals a shift in their holdings, impacting JD.com's market dynamics. JD.com's Q2 earnings beat forecasts, yet Morgan Stanley's cautious outlook on JD.com's revenue growth amidst tough competition raises market scrutiny. The strategic partnership's evolution reflects Walmart's financial strategy adjustments and JD.com's market positioning challenges amid industry competition.

Walmart clears JD.com's inventory. A JD.com insider: It does not affect any cooperation between the two parties