Shanghai – Orrick represented JD.com, Inc. (NASDAQ: JD), the largest online direct sales company in China, on its strategic alliance with U.S. retail giant Walmart (NYSE:WMT).

As part of the agreement, Walmart will receive 144,952,250 newly issued JD.com Class A ordinary shares, amounting to approximately 5 percent of total shares outstanding and the companies will partner in several strategic areas, including:

* JD.com will take ownership of the Yihaodian marketplace platform assets, including the Yihaodian brand, website and app. Walmart will continue to operate the Yihaodian direct sales business and will be a seller on the Yihaodian marketplace, leveraging its global supply chain to provide customers a wide range of products. JD.com and Walmart will work together on growing the Yihaodian brand and business under its current name and market position.
* Sam's Club China, which has proven tremendously successful within the markets it operates in China, will open a flagship store on JD.com, vastly expanding the availability of Sam's Club's high-quality imported products across China. It will offer same- and next-day delivery through JD.com's nationwide warehousing and delivery network, which covers a population of 600 million consumers.
* Walmart and JD.com will work together to leverage their supply chains to increase the product selection for customers across China, including broadening the range of imported products.
* Walmart's China stores will be listed as a preferred retailer on JD.com's O2O JV Dada, China's largest crowd-sourced delivery platform, driving online traffic to Walmart stores and allowing customers to order fresh food and other items from Walmart stores for 2-hour home delivery, while significantly broadening the product selection available to Dada's customers. Walmart will continue to operate its own physical stores.

The Orrick team is led by Shanghai-based corporate partner Jie (Jeffrey) Sun, Beijing-based corporate partner Ning Zhang and Hong Kong-based corporate partner Connie Cheung, along with Shanghai-based corporate associates Lu (Echo) Wang and Chen Lu, and Shanghai-based consultants Siru Chen and Frank Huang. Additional assistance was provided by IP partner Yufeng (Ethan) Ma, tax partner Grady Bolding and antitrust and competition of counsel Patricia Zeigler.

A Chinese-version of this press release is available here. JD.com’s press release is available here.