June 19, 2025: In a significant move toward regaining corporate autonomy, India’s leading travel aggregator, MakeMyTrip, is set to raise up to $3 billion through a mix of equity and convertible notes to repurchase a major chunk of its shares from China-based Trip.com Group. This strategic repurchase is expected to dilute Trip.com’s voting power from nearly 45% to under 20%.
A Bid for Control and Confidence
The fundraising plan includes the issuance of approximately 14 million ordinary shares—potentially increasing to 16.1 million—at an expected price range of $92–$100 per share. This equity offering could bring in between $1.4 billion and $1.6 billion. Additionally, the company plans to raise $1.25 billion through convertible senior notes, with an option to upsize by another $187.5 million.
The proceeds will be used to repurchase Class B shares currently held by Trip.com. These shares carry enhanced voting rights and have been central to Trip.com’s influence on MakeMyTrip’s board and strategy. Following the buyback, Trip.com’s representation on the company’s board will be reduced from five directors to two. Meanwhile, co-founders Deep Kalra and Rajesh Magow, who currently hold around 4.6% voting rights, are expected to gain more control and nominate three independent board members.
Landmark Financial Move
This initiative marks the largest capital-raising exercise by any publicly listed “new-age” Indian tech company. It also positions MakeMyTrip as one of the few Indian startups to undertake such a sizable buyback from a foreign investor.
Trip.com initially invested in MakeMyTrip in 2016 through a $180 million convertible bond deal. Over time, it expanded its stake to approximately 49%, making it the largest shareholder. The current repurchase plan, however, reshapes this relationship, as Trip.com transitions from a controlling investor to a significant but minority stakeholder with 19.99% voting rights.
Trip.com is expected to continue supporting MakeMyTrip’s strategic goals, despite the reduced stake. Industry analysts view this as a win-win arrangement: MakeMyTrip regains strategic independence, while Trip.com capitalizes on its early investment.
Market Reaction and Business Performance
While the move is widely seen as positive in the long term, MakeMyTrip’s stock took a short-term hit in pre-market trading, dropping between 7% and 13% as investors reacted to potential dilution concerns. Still, analysts point to the company’s strong fundamentals.
In the financial year ending March 2025, MakeMyTrip recorded gross bookings worth $9.8 billion and a net profit of $95.3 million. In the final quarter alone, bookings reached $2.5 billion, with a net profit of $29.2 million. These results underscore the company’s rebound from the pandemic-driven slump in global travel.
The company’s diversified portfolio includes popular platforms like Goibibo and redBus, along with core services in flight bookings, hotels, holiday packages, and intercity transportation. Its growing market share in Tier 2 and Tier 3 cities further strengthens its position as India’s dominant travel tech brand.
Regulatory and Strategic Imperatives
The timing of this buyback also reflects larger geopolitical and regulatory shifts. In recent years, India has tightened scrutiny on Chinese investments across key sectors, particularly those involving sensitive user data. Companies with significant Chinese ownership, including fintech and consumer internet players, have faced increased public and government pressure.
MakeMyTrip was no exception. The presence of Trip.com–nominated directors on several board committees had raised questions among competitors and investors alike. Last year, the founder of rival platform EaseMyTrip publicly questioned whether Trip.com had disproportionate control over strategic decisions. MakeMyTrip dismissed the allegations but appeared to take note.
The restructuring of ownership and board governance appears designed not only to enhance operational autonomy but also to align with India’s evolving regulatory climate. A 180-day lock-up period will prevent Trip.com from immediately offloading its repurchased shares, providing the market with some stability.
The Road Ahead
Post-transaction, the company’s board will undergo a reshuffle. The co-founders will continue in leadership roles and nominate new independent directors, further localizing control. This, experts say, could make the company more attractive to institutional investors who have previously been wary of foreign ownership risks.
With consumer demand for travel steadily rising and MakeMyTrip’s financials on solid footing, the company is poised to leverage its regained independence to pursue deeper expansion in India and Southeast Asia.
However, some execution risks remain. The success of the capital raise will depend on investor sentiment, especially in a volatile global market. The company also needs to balance debt with operational cash flow, ensuring that its financial health remains intact post-transaction.
Conclusion
MakeMyTrip’s $3 billion fundraising plan and buyback strategy is more than a financial transaction—it is a turning point. By reclaiming control from a powerful foreign investor, the company is not only redefining its governance structure but also sending a strong signal about its future direction. It aligns with the broader trend of Indian startups seeking autonomy in an increasingly geopolitically conscious business environment.
As the travel sector continues its post-pandemic recovery, MakeMyTrip is placing its bets on independence, agility, and long-term growth—and investors will be watching closely to see how this bold move plays out.
