Linklaters advises on Alibaba’s approximately US$3.2bn zero-coupon convertible bond issuance

Linklaters acted as international counsel to the joint lead managers on Alibaba Group Holding Limited (Alibaba)’s approximately US$3.2bn issuance of zero-coupon convertible bonds due 2032, convertible into its American depositary shares. 

In connection with the offering, Alibaba entered into capped call transactions to reduce the potential dilutive effect of the convertible bonds and/or any cash required to be paid by the company to settle converted bonds. The offering and the capped call transactions are intended to lower the company’s overall cost of capital. Alibaba will use the net proceeds from the offering for general corporate purposes, with a strategic focus on strengthening its cloud infrastructure capabilities and international commerce business operations.

The multidisciplinary and cross-jurisdictional Linklaters team was jointly led by Special Senior Adviser and New Economy Team Leader (Greater China) Oliver Zhong; capital markets partners Taiki Ki and Min Fang and counsel Christian Felton; structured finance and derivatives partner Stephen Song; Head of US foreign investment, Jonathan Gafni, and litigation, arbitration & investigations counsel Michael Lamson; supported by solicitors Jun Tang and Shirley Chan and associates Qingke Shen, Simon Song and Ellen Chan.

This transaction underscores the continuing momentum of sizeable equity-linked activity in the Asia Pacific region and demonstrates sustained market appetite for equity-linked instruments in 2025. Linklaters has a stellar track record in this area, consistently advise on the most high-profile and complex deals for established enterprises with listings in the US, mainland China and Hong Kong SAR, including advising the joint lead managers on Alibaba’s US$1.53bn zero-coupon exchangeable bond issuance.