Z.AI is back in the Hong Kong market with its largest capital call since listing, asking investors for roughly $5B across two linked instruments.
Term sheets seen by Reuters show a placement of 21.97 million new shares at HK$714 each, a 10% discount to Friday’s HK$793 close, worth about $2B.
Alongside it, the Beijing company is selling RMB20.14B ($3B) of zero-coupon convertible bonds maturing in September 2027, settled in US dollars. The bonds price at 100% to 100.5% of face value, implying a yield between negative 0.5% and zero, with an initial conversion price of HK$892.50, a 25% premium to the placement.
Z.AI, formerly Zhipu AI, listed in Hong Kong in January and raised about $4B in a follow-on sale in July. CICC is sole global coordinator alongside Guotai Junan Securities (Hong Kong).
Proceeds will fund research, computing infrastructure, expansion, strategic investments and potential acquisitions.
The deal underlines the capital intensity of China’s frontier AI race. MiniMax has already listed, while Moonshot AI and DeepSeek are pursuing their own offerings in Hong Kong and Shanghai.
Structured as separate but not interdependent transactions, the placement and bond sale let Z.AI tap equity and convertible demand at once while handing bondholders equity upside if the stock climbs. Z.AI can force redemption from February 2027 if shares hold at 130% of the conversion price.