Mukesh Ambani's takeover of future could be a B-School case study

In the end, Indian billionaire Mukesh Ambani settled the dispute over who gets to own the assets of beleaguered Future Retail Ltd. not in an arbitration tribunal in Singapore, or in a courtroom in New Delhi, but in a shopping aisle.

Future Retail had been subleasing store space from the tycoon's Reliance Industries Ltd. Indeed, it was kept operating only on Ambani's forbearance because Future couldn't come up with the rent.

But with Amazon.com continuing to block Reliance's $3.4 billion purchase of Future's assets, Ambani decided to make the acquisition a fait accompli: He terminated the leases and is taking control of the properties.

It was a dramatic denouement to a three-year-old saga. Amazon was Future's original rescuer, investing $192 million into a gift voucher unit controlled by its founder Kishore Biyani so he could use the money to steady the debt-laden Indian retailer.

The condition of that 2019 deal was that assets about 1,500 stores nationwide wouldn't be sold to Ambani, who owns India's largest retail empire. When Biyani did exactly that after Covid-19 decimated operations, Amazon began proceedings against Future for breach of contract.

That control proved to be tenuous. After it agreed to Reliance's deal, Future wanted to wriggle out of the contract with Amazon.

Its independent directors complained to India's trustbuster that the multinational firm had deliberately misled the authority about the true nature of the Coupons deal, which effectively put Amazon in the driver's seat at Retail, violating India's 2018 foreign direct investment law.

The regulator promptly suspended its earlier approval of Amazon's investment, and the Delhi High Court halted the Singapore arbitration panel's work. (Singapore's reputation as an Asian arbitration hub draws many cross-border deals to the city-state.)

But if the near-bankrupt firm with a net worth of negative $280 million was betting that Rescuer No. 2 would wait patiently as it sorted out its legal troubles with Benefactor No. 1, it misjudged the situation. According to a March 9 disclosure by Future Retail, 342 of its large stores and 493 of smaller outlets constituting 55% to 65% of retail revenue have so far received termination notices of sub-leases from Reliance entities.