By Aditi Shah and Scott Murdoch

NEW DELHI/SYDNEY, Aug 1 (Reuters) - BrainBees Solutions,

the parent of Indian retailer FirstCry, is seeking to raise up

to $501 million in an initial public offering, valuing the

company as much as $2.9 billion, according to a term sheet seen

by Reuters.

The firm is offering fresh shares worth $199 million, while

existing investors, including SoftBank, TPG and

India's Mahindra and Mahindra, will sell a combined

stake worth $302 million, the term sheet showed.

BrainBees has set a price band between 440 rupees and 465

rupees per share.

FirstCry, which sells baby products including clothes,

diapers and toys, is seeking to tap the market for new parents

in the world's most populous country.