The author is a Reuters Breakingviews columnist. The opinions expressed are his own.

By Hudson Lockett

HONG KONG, July 17 (Reuters Breakingviews) - Leave it to an online bazaar to sell a creative financial swap. Chinese e-commerce giant Alibaba 9988.HK just raised $1.5 billion with a zero-coupon bond that can be exchanged for shares in its healthcare subsidiary if the unit’s stock price rises 35% from its pre-announcement close. Other Asian conglomerates will be keen to get in on the market.

Alibaba Health Information Technology 0241.HK, a $9.5 billion digital platform selling pharmaceuticals and medication tracking, has not paid off for investors. Its total return over the past five years has been negative 76%. Despite the terrible performance, its $260 billion parent company found a way to wring some value out of the business.

It’s a clever twist on a popular hedge fund plaything. Convertible bonds, where a company’s borrowing transforms into equity, have been booming worldwide. In Hong Kong, this year’s issuance of some $12 billion exceeds the 2024 tally by 70%, per Dealogic. Some of it includes exchangeable debt like Alibaba’s.

The twist is canny. Alibaba’s investment-grade credit rating provides some downside protection. At the same time, Alibaba Health’s shares, whose price has swung wildly from up 80% at one point this year to less than 30% now, dangle tempting upside from any fresh rally.

As a deal denominated in Hong Kong dollars, it’s also a timely beneficiary of the city's rock-bottom interest rates. The upshot is cheap funding for Alibaba’s artificial intelligence initiatives. Boss Eddie Wu recently unveiled new investments in Thailand, Mexico and South Korea as the company seeks to spend at least $53 billion on machine learning and cloud computing infrastructure by 2028.

Alibaba also structured the bond, due in seven years, so it has the power to keep control of the healthcare division. If the price reaches the designated threshold, the payout can be in shares, cash or a mix to ensure the parent’s stake stays well above 50%.

Hedge funds often seek out volatility and option value for their portfolios, implying that the continent’s other corporate labyrinths could make similar use of exchangeable bonds. IndianOil IOS.NS-Adani Gas ADAG.NS is already lining one up, according to Bloomberg. Alibaba tech rival Tencent 0700.HK seems like another potential candidate. Just as with e-commerce, there’s always something curiously tempting in the financial marketplace.

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CONTEXT NEWS

Alibaba raised HK$12 billion ($1.5 billion) on July 4 from the sale of a zero-coupon exchangeable bond due 2032, which can be swapped for shares in listed subsidiary Alibaba Health Information Technology if its stock price rises 35%.

The deal caps more than $6 billion of exchangeable deals in Asia during the first half of 2025 and comes amid a surge of equity-linked debt issuance in Hong Kong of more than $12 billion this year, per Dealogic.

(Editing by Jeffrey Goldfarb; Production by Ujjaini Dutta)

((For previous columns by the author, Reuters customers can click on LOCKETT/ hudson.lockett@thomsonreuters.com))