Obligation Alibaba Holdings Ltd 3.125% ( US01609WAP77 ) en USD

Alibaba Holdings Ltd

100 % ▼

Chine

US01609WAP77 ( en USD )

3.125% par an ( paiement semestriel )

27/11/2021 - Obligation échue

Prospectus brochure de l'obligation Alibaba Group Holding Ltd US01609WAP77 en USD 3.125%, échue

200 000 USD

1 473 138 000 USD

01609WAP7

A+ ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

Alibaba Group Holding Ltd est une entreprise multinationale chinoise de commerce électronique, de détail, d'internet et de technologie qui opère des plateformes de commerce électronique de détail et de gros, des services de cloud computing, ainsi que des services de paiement en ligne et d'autres services numériques.

L'Obligation émise par Alibaba Holdings Ltd ( Chine ) , en USD, avec le code ISIN US01609WAP77, paye un coupon de 3.125% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 27/11/2021

L'Obligation émise par Alibaba Holdings Ltd ( Chine ) , en USD, avec le code ISIN US01609WAP77, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Alibaba Holdings Ltd ( Chine ) , en USD, avec le code ISIN US01609WAP77, a été notée A+ ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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TABLE OF CONTENTS
ALIBABA GROUP HOLDING LIMITED INDEX TO FINANCIAL STATEMENTS
Table of Contents

Filed Pursuant to Rule 424(b)(3)
Registration No. 333-206575
Prospectus
Alibaba Group Holding Limited
US$8,000,000,000
Offer to Exchange All Outstanding
Floating Rate Senior Notes due 2017
1.625% Senior Notes due 2017
2.500% Senior Notes due 2019
3.125% Senior Notes due 2021
3.600% Senior Notes due 2024
4.500% Senior Notes due 2034
For an Equal Principal Amount of
Floating Rate Senior Notes due 2017
1.625% Senior Notes due 2017
2.500% Senior Notes due 2019
3.125% Senior Notes due 2021
3.600% Senior Notes due 2024
4.500% Senior Notes due 2034
Which Have Been Registered Under the Securities Act of 1933
We will exchange all of our outstanding Floating Rate Senior Notes due 2017, or the Outstanding 2017 Floating Rate Notes, our outstanding 1.625% Senior Notes due 2017, or the
Outstanding 2017 Fixed Rate Notes, our outstanding 2.500% Senior Notes due 2019, or the Outstanding 2019 Fixed Rate Notes, our outstanding 3.125% Senior Notes due 2021, or the
Outstanding 2021 Fixed Rate Notes, our outstanding 3.600% Senior Notes due 2024, or the Outstanding 2024 Fixed Rate Notes, and our outstanding 4.500% Senior Notes due 2034, or the
Outstanding 2034 Fixed Rate Notes, that are validly tendered and not validly withdrawn for an equal principal amount of Floating Rate Senior Notes due 2017, or the 2017 Floating Rate Notes,
1.625% Senior Notes due 2017, or the 2017 Fixed Rate Notes, 2.500% Senior Notes due 2019, or the 2019 Fixed Rate Notes, 3.125% Senior Notes due 2021, or the 2021 Fixed Rate Notes,
3.600% Senior Notes due 2024, or the 2024 Fixed Rate Notes, and 4.500% Senior Notes due 2034, or the 2034 Fixed Rate Notes, respectively, that are freely tradable. The Outstanding 2017
Floating Rate Notes, Outstanding 2017 Fixed Rate Notes, Outstanding 2019 Fixed Rate Notes, Outstanding 2021 Fixed Rate Notes, Outstanding 2024 Fixed Rate Notes and Outstanding 2034
Fixed Rate Notes are collectively referred to hereinafter as the Outstanding Notes. The 2017 Fixed Rate Notes, 2019 Fixed Rate Notes, 2021 Fixed Rate Notes, 2024 Fixed Rate Notes and 2034
Fixed Rate Notes are collectively referred to hereinafter as the Fixed Rate Notes. The 2017 Floating Rate Notes and the Fixed Rate Notes are collectively referred to herein as the Notes.
The Exchange Offer
·
The exchange offer expires at 5:00 p.m., New York City time, on November 25, 2015, unless extended. We do not currently intend to extend the expiration date.
·
You may withdraw tenders of Outstanding Notes at any time prior to the expiration of the exchange offer.
·
The exchange of Outstanding Notes for Notes in the exchange offer will not be a taxable event for United States federal income tax or Cayman Islands tax law purposes.
·
We will not receive any proceeds from the exchange offer.
The Exchange Notes
·
The Notes are being offered in order to satisfy our obligations under the registration rights agreement entered into in connection with the placement of the Outstanding
Notes.
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·
The terms of the Notes to be issued in the exchange offer are substantially identical to the Outstanding Notes, except that the Notes will be freely tradable.
Resales and Listing of Notes
·
The Notes may be sold in the over-the-counter market, in negotiated transactions or through a combination of such methods.
·
An application will be made to The Stock Exchange of Hong Kong Limited, or the SEHK, for listing of, and permission to deal in, the Notes by way of debt issues to
professional investors only. Hong Kong Exchanges and Clearing Limited and the SEHK take no responsibility for the contents of this document, make no representation as
to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents
of this document.
If you are a broker-dealer and you receive Notes for your own account, you must acknowledge that you will deliver a prospectus in connection with any resale of such Notes. By making
such acknowledgment, you will not be deemed to admit that you are an underwriter under the U.S. Securities Act of 1933, as amended, or the Securities Act. Broker-dealers may use this
prospectus in connection with any resale of Notes received in exchange for Outstanding Notes where such Outstanding Notes were acquired by the broker-dealer as a result of market-making
activities or trading activities. We have agreed that, for a period of 180 days after the date of this prospectus, we will make this prospectus, as amended or supplemented, available to such
broker-dealer for use in connection with any such resale, and will promptly send additional copies of this prospectus and any amendment or supplement to this prospectus to any broker-dealer
that requests such documents in the letter of transmittal. A broker dealer may not participate in the exchange offer with respect to Outstanding Notes acquired other than as a result of market-
making activities or trading activities. See "Plan of Distribution."
If you are an affiliate of ours or are engaged in, or intend to engage in, or have an agreement or understanding to participate in, a distribution of the Notes, you cannot rely on the
applicable interpretations of the U.S. Securities and Exchange Commission, or the SEC, and you must comply with the registration requirements of the Securities Act in connection with any
resale transaction.
You should consider carefully the risk factors beginning on page 40 of this prospectus before participating in the exchange offer.
Neither the SEC nor any state securities commission has approved or disapproved of the Notes or determined if this prospectus is truthful or complete. Any representation to
the contrary is a criminal offense.
The date of this prospectus is October 27, 2015.

Table of Contents
Notice to Prospective Investors in Hong Kong
You are advised to exercise caution in relation to the offer. If you are in any doubt about any of the contents of this document, you should
obtain independent professional advice. The Notes are only available in Hong Kong or to persons resident in Hong Kong who are
(a) "professional investors" as defined in the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that
Ordinance; or (b) acquiring the Notes in circumstances which do not result in the document being a "prospectus" as defined in the Companies
(Winding up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong or which do not constitute an offer to the public within the
meaning of that Ordinance. Each purchaser of the Notes in the United States who is a resident of Hong Kong, by accepting delivery of this
prospectus supplement and the accompanying prospectus, will be deemed to have represented, agreed and acknowledged that (a) it is a
"professional investor" as defined in the Securities and Futures Ordinance (Cap. 571) of Hong Kong and any rules made under that
Ordinance; or (b) it is acquiring the Notes in circumstances which do not result in the document being a "prospectus" as defined in the
Companies (Winding up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong or which do not constitute an offer to the public
within the meaning of that Ordinance.
Table of Contents
TABLE OF CONTENTS
Conventions that Apply to this Prospectus

i
Notice Regarding Presentation of Financial Information

iii
Cautionary Statement Regarding Forward-Looking Statements

iv
Enforceability of Civil Liabilities

v
Prospectus Summary

1
Recent Developments

26
Risk Factors

40
Use of Proceeds

87
Exchange Rate Information

88
Ratio of Earnings to Fixed Charges

89
Capitalization

90
Our History and Corporate Structure

91
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Selected Consolidated Financial and Operating Data

96
Management's Discussion and Analysis of Financial Condition and Results of Operations
103
Business
151
Regulation
173
Alibaba Partnership
186
Our Directors and Executive Officers
192
Principal Shareholders
205
Related Party Transactions
207
The Exchange Offer
222
Description of the Notes
232
Taxation
253
Plan of Distribution
256
Legal Matters
259
Experts
260
Where You Can Find More Information
261
Incorporation of Certain Information by Reference
261
General Information
262
Index to Consolidated Financial Statements
F-1
This prospectus does not constitute an offer to sell, or a solicitation of an offer to buy, any Notes offered hereby in any jurisdiction where,
or to any person to whom, it is unlawful to make such offer or solicitation. The information contained in this prospectus speaks only as of the
date of this prospectus unless the information specifically indicates that another date applies. No dealer, salesperson or other person has been
authorized to give any information or to make any representations other than those contained or incorporated by reference in this prospectus
in connection with the offer contained herein and, if given or made, such information or representations must not be relied upon as having
been authorized by us. Neither the delivery of this prospectus nor any sale made hereunder shall under any circumstances create an implication
that there has been no change in our affairs or that of our subsidiaries since the date hereof.
This prospectus includes particulars given in compliance with the Listing Rules of the SEHK for the purpose of giving information with regard to
the Company. The Company accepts full responsibility for the accuracy of the information contained in this prospectus and confirms, having made all
reasonable enquiries, that to the best of its knowledge and belief there are no other facts the omission of which would make any statement herein
misleading.
This prospectus contains estimates and information concerning our industry, including market position, market size, and growth rates of the markets
in which we participate, that are based on industry publications and reports. This prospectus contains statistical data and estimates published by
iResearch, StatCounter and the National Bureau of Statistics of China. This information involves a number of assumptions and limitations, and you are
cautioned not to give undue weight to these estimates. We have not independently verified the accuracy or completeness of the data contained in these
industry publications and reports. The industry in which we operate is subject to a high degree of uncertainty and risk due to variety of factors,
including those described in the "Risk Factors" section. These and other factors could cause results to differ materially from those expressed in these
publications and reports.
Table of Contents
CONVENTIONS THAT APPLY TO THIS PROSPECTUS
Unless the context otherwise requires, references in this prospectus to:
·
"active buyers" in a given period are to user accounts that confirmed one or more orders on the relevant marketplace in that period,
regardless of whether or not the buyer and seller settle the transaction;
·
"active sellers" in a given period are to seller accounts (representing storefronts) that had one or more orders confirmed by a buyer on the
relevant marketplace in that period and that were active at the end of the period, regardless of whether the buyer or seller settle the
transaction;
·
"ADSs" are to the American depositary shares, each of which represents one ordinary share;
·
"Alipay" are to Alipay.com Co., Ltd., a company with which we have a long-term contractual relationship and is a wholly-owned
subsidiary of Ant Financial Services or, where the context requires, its predecessor entities. We do not have any interest or control over
either Ant Financial Services or Alipay;
·
"Ant Financial Services" are to Zhejiang Ant Small and Micro Financial Services Group Co., Ltd (formerly referred to as Small and
Micro Financial Services Company)., a company organized under the laws of the PRC;
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·
"China" and the "PRC" are to the People's Republic of China, excluding, for the purposes of this prospectus only, Taiwan and the special
administrative regions of Hong Kong and Macau;
·
"China retail marketplaces" are to Taobao Marketplace, Tmall and Juhuasuan, collectively. Promotional slots on Juhuasuan may only be
purchased by Taobao Marketplace and Tmall merchants, and transactions from traffic originating on Juhuasuan are completed on the
merchants' storefronts on Taobao Marketplace or Tmall. For this reason, depending on the context, we may refer only to Taobao
Marketplace and Tmall when discussing certain aspects of our China retail marketplaces business;
·
"GMV" are to the value of confirmed orders of products and services on our marketplaces, regardless of how, or whether, the buyer and
seller settle the transaction. Unless otherwise stated, GMV in reference to our marketplaces includes only GMV transacted on our China
retail marketplaces. GMV generated from traffic through Juhuasuan is recorded as either Taobao Marketplace GMV or Tmall GMV
depending on which of these two marketplaces the transaction is completed. Our calculation of GMV for our China retail marketplaces
includes shipping charges paid by buyers to sellers. As a prudential matter aimed at eliminating any influence on our GMV of potentially
fraudulent transactions, we exclude from our calculation of GMV transactions in certain product categories over certain amounts and
transactions by buyers in certain product categories over a certain amount per day;
·
"ISVs" are to independent software vendors;
·
"mobile GMV" are to that portion of GMV generated by orders that were confirmed using a mobile app or wireless application protocol,
or WAP, website;
·
"mobile MAUs" in a given month are to the number of unique mobile devices that were used to visit or access certain of our mobile
applications at least once during that month;
·
"mobile monetization rate" are to mobile revenue from China commerce retail expressed as a percentage of mobile GMV for a given
period;
·
"mobile revenue" are to that portion of revenue generated by online marketing services delivered on a mobile app or WAP website, and
commissions on mobile GMV settled through Alipay, as captured by our online auction system, real-time bidding system and other
settlement systems;
·
"monetization rate" are to revenue from China commerce retail expressed as a percentage of GMV for a given period;
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·
"orders" are to each confirmed order from a transaction between a buyer and a seller for products and services on our China retail
marketplaces, even if such order includes multiple items, during the specified period, whether or not the transaction is settled;
·
"retail marketplaces" are to Taobao Marketplace, Tmall, Juhuasuan and AliExpress, collectively;
·
"RMB" and "Renminbi" are to the legal currency of China;
·
"SMEs" are to small and medium-sized enterprises;
·
"SoftBank" are to SoftBank Group Corp. (formerly known as SoftBank Corp. before July 2, 2015), SBBM Corporation and SB China
Holdings Pte Ltd., collectively;
·
"tier 1 cities" are to the term used by the National Bureau of Statistics of China and refer to Beijing, Shanghai, Shenzhen and Guangzhou;
·
"tier 2 cities" are to major cities, other than tier 1 cities, as categorized by the National Bureau of Statistics of China, including provincial
capitals, administrative capitals of autonomous regions, direct-controlled municipalities and other major cities designated as
"municipalities with independent planning" by the State Council;
·
"total payment volume" are to the total value amount of the transactions from, to or through any service, offering, system or platform of
Alipay during the period;
·
"unique daily visitors" are to the number of users who visited our websites per day as measured by (i) in the case of personal computers,
the number of users that logged in or, in the case of those who did not log in, the "cookie" tracked on their personal computer device or
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(ii) in the case of mobile phone devices, the device's unique identifier;
·
"variable interest entities" are to our variable interest entities that are 100% owned by PRC citizens or by PRC entities owned by PRC
citizens, where applicable, that hold the Internet content provider licenses, or ICP licenses or other business operation licenses or
approvals, and generally operate the various websites for our Internet businesses or other businesses in which foreign investment is
restricted or prohibited, and are consolidated into our consolidated financial statements in accordance with U.S. GAAP as if they were
our wholly-owned subsidiaries;
·
"we," "us," "our company" and "our" are to Alibaba Group Holding Limited and its consolidated subsidiaries and its affiliated
consolidated entities, including our variable interest entities and their subsidiaries;
·
"wholesale marketplaces" are to 1688.com and Alibaba.com, collectively;
·
"Yahoo" are to Yahoo! Inc. and Aabaco Holdings Hong Kong Limited (formerly known as Yahoo! Hong Kong Holdings Limited),
collectively; and
·
"US$," "dollars" and "U.S. dollars" are to the legal currency of the United States.
Our reporting currency is the Renminbi. This prospectus contains translations of Renminbi amounts into U.S. dollars for the convenience of the
reader. Unless otherwise stated, all translations of Renminbi into U.S. dollars were made at RMB6.1990 to US$1.00, the exchange rate set forth in the
H.10 statistical release of the Federal Reserve Board on March 31, 2015. We make no representation that the Renminbi or U.S. dollar amounts referred
to in this prospectus could have been or could be converted into U.S. dollars or Renminbi, as the case may be, at any particular rate or at all. On
October 23, 2015, the noon buying rate for Renminbi was RMB6.3488 to US$1.00.
ii
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NOTICE REGARDING PRESENTATION OF FINANCIAL INFORMATION
We refer to the terms non-GAAP EBITDA, non-GAAP net income, non-GAAP diluted EPS and free cash flow (as defined in "Prospectus
Summary -- Summary Consolidated Financial and Operating Data -- Non-GAAP Measures") in various places in this prospectus. These are
supplemental financial measures that are not prepared in accordance with generally accepted accounting principles in the United States, or U.S. GAAP,
and are therefore referred to as "non-GAAP financial measures." Any analysis of non-GAAP financial measures should be used only in conjunction
with results presented in accordance with U.S. GAAP. The non-GAAP measures used by the Company may not be comparable to similar measures
presented by other companies. In addition, our measurements of non-GAAP EBITDA, non-GAAP net income, non-GAAP diluted EPS and free cash
flow may not be comparable to those of other companies. Please see "Prospectus Summary -- Summary Consolidated Financial and Operating Data"
for a discussion of our use of non-GAAP EBITDA, non-GAAP net income, non-GAAP diluted EPS and free cash flow in this prospectus, including the
reasons that we believe this information is useful to management and to investors and a reconciliation of non-GAAP EBITDA, non-GAAP net income,
non-GAAP diluted EPS and free cash flow to the most closely comparable financial measure calculated in accordance with U.S. GAAP.
iii
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This prospectus contains forward-looking statements that involve risks and uncertainties, including statements based on our current expectations,
assumptions, estimates and projections about us, our industry and the regulatory environment in which we and companies integral to our ecosystem
operate. All statements other than statements of historical facts are forward-looking statements. These statements involve known and unknown risks,
uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from those expressed or implied
by the forward-looking statements. In some cases, these forward-looking statements can be identified by words or phrases such as "may," "will,"
"expect," "anticipate," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. The forward-
looking statements included in this prospectus relate to, among others:
·
our growth strategies;
·
our future business development, results of operations and financial condition;
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·
trends in online and mobile commerce, both globally and in the PRC;
·
competition in our industry;
·
fluctuations in general economic and business conditions in China;
·
expected changes in our revenues and certain cost and expense items and our operating margins;
·
the regulatory environment in which we and companies integral to our ecosystem operate;
·
our ability to consummate repurchases under our share repurchase program; and
·
assumptions underlying or related to any of the foregoing.
The global and PRC Internet, retail, wholesale, online and mobile commerce, cloud computing and data industries market may not grow at the rates
projected by market data, or at all. The failure of these industries or markets to grow at the projected rates may have a material adverse effect on our
business, financial condition and results of operations and the market price of the Notes. If any one or more of the assumptions underlying the market
data turns out to be incorrect, actual results may differ from the projections based on these assumptions. You should not place undue reliance on these
forward-looking statements.
The forward-looking statements made in this prospectus relate only to events or information as of the date on which the statements are made in this
prospectus. We undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which the
statements are made or to reflect the occurrence of unanticipated events. You should read this prospectus and the documents that we have referred to in
this prospectus completely and with the understanding that our actual future results may be materially different from what we expect.
iv
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ENFORCEABILITY OF CIVIL LIABILITIES
We are incorporated under the laws of the Cayman Islands as an exempted company with limited liability. We incorporated in the Cayman Islands
because of certain benefits associated with being a Cayman Islands corporation, such as political and economic stability, an effective judicial system, a
favorable tax system, the absence of foreign exchange control or currency restrictions and the availability of professional and support services. However,
the Cayman Islands have a less developed body of securities laws that provide significantly less protection to investors as compared to the securities
laws of the United States. In addition, Cayman Islands companies may not have standing to sue before the federal courts of the United States.
Substantially all of our assets are located in China. In addition, most of our directors and officers are residents of jurisdictions other than the United
States and all or a substantial portion of their assets are located outside the United States. As a result, it may be difficult for investors to effect service of
process within the United States upon us or our directors and officers, or to enforce against us or them judgments obtained in United States courts,
including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state in the United States.
We have appointed Corporation Service Company, located at 1180 Avenue of the Americas, Suite 210, New York, New York 10036 as our agent to
receive service of process with respect to any action brought against us in the United States District Court for the Southern District of New York under
the federal securities laws of the United States or of any state in the United States or any action brought against us in the Supreme Court of the State of
New York in the County of New York under the securities laws of the State of New York.
Maples and Calder, our counsel as to Cayman Islands law, and Fangda Partners, our counsel as to PRC law, have respectively advised us that there
is uncertainty as to whether the courts of the Cayman Islands or the PRC would, respectively, (1) recognize or enforce judgments of United States courts
obtained against us or our directors or officers predicated upon the civil liability provisions of the securities laws of the United States or any state in the
United States, or (2) entertain original actions brought in the Cayman Islands or the PRC against us or our directors or officers predicated upon the
securities laws of the United States or any state in the United States. Furthermore, Maples and Calder and Fangda Partners have advised us that, as of
the date of this prospectus, no treaty or other form of reciprocity exists between the Cayman Islands and China governing the recognition and
enforcement of judgments.
Maples and Calder has informed us that the uncertainty with regard to Cayman Islands law relates to whether a judgment obtained from the United
States or PRC courts under civil liability provisions of the securities laws will be determined by the courts of the Cayman Islands as penal or punitive in
nature. If such a determination is made, the courts of the Cayman Islands will not recognize or enforce the judgment against a Cayman company. As the
courts of the Cayman Islands have yet to rule on whether such judgments are penal or punitive in nature, it is uncertain whether they would be
enforceable in the Cayman Islands.
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Maples and Calder has further advised us that although there is no statutory enforcement in the Cayman Islands of judgments obtained in the United
States or China, a judgment obtained in such jurisdiction will be recognized and enforced in the courts of the Cayman Islands at common law, without
any re-examination of the merits of the underlying dispute, by an action commenced on the foreign judgment debt in the Grand Court of the Cayman
Islands, provided such judgment (a) is given by a foreign court of competent jurisdiction, (b) imposes on the judgment debtor a liability to pay a
liquidated sum for which the judgment has been given, (c) is final, (d) is not in respect of taxes, a fine or a penalty and (e) was not obtained in a manner
and is not of a kind the enforcement of which is contrary to natural justice or the public policy of the Cayman Islands.
Fangda Partners has advised us that the recognition and enforcement of foreign judgments are provided for under the PRC Civil Procedure Law.
PRC courts may recognize and enforce foreign judgments in accordance with the requirements of the PRC Civil Procedure Law based either on treaties
between China and the country where the judgment is made or on principles of reciprocity between jurisdictions. Fangda Partners has advised us further
that under PRC law, courts in the PRC will not recognize or enforce a foreign judgment against us or our directors
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and officers if they decide that the judgment violates the basic principles of PRC law or national sovereignty, security or social public interest. As there
exists no treaty or other form of reciprocity between China and the United States governing the recognition and enforcement of judgments as of the date
of this prospectus, including those predicated upon the liability provisions of the United States federal securities laws, there is uncertainty whether and
on what basis a PRC court would enforce judgments rendered by United States courts. In addition, because there is no treaty or other form of reciprocity
between the Cayman Islands and China governing the recognition and enforcement of judgments as of the date of this prospectus, there is further
uncertainty as to whether and on what basis a PRC court would enforce judgments rendered by a Cayman Islands court.
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PROSPECTUS SUMMARY
This summary highlights selected information contained in greater detail elsewhere in this prospectus. This summary may not contain all of the
information that you should consider. You should carefully read the entire prospectus, including "Risk Factors" and the financial statements, before
making an investment decision in respect of the Notes.
Our Mission
Our mission is to make it easy to do business anywhere.
Our founders started our company to champion small businesses, in the belief that the Internet would level the playing field by enabling small
enterprises to leverage innovation and technology to grow and compete more effectively in the domestic and global economies. We believe that
concentrating on customers' needs and solving their problems -- whether those customers are buyers or sellers -- ultimately will lead to the best
outcome for our business. We have developed a large ecosystem for online and mobile commerce that enables participants to create and share value on
our platform. Our decisions are guided by how they serve our mission over the long-term, not by the pursuit of short-term gains.
Our Business
We are the largest online and mobile commerce company in the world in terms of gross merchandise volume in 2014. We operate Taobao
Marketplace, China's largest online shopping destination in terms of gross merchandise volume, Tmall, China's largest third-party platform for brands
and retailers in terms of gross merchandise volume, and Juhuasuan, China's most popular group buying marketplace by its monthly active users, in each
case in 2014 according to iResearch. These three marketplaces, which comprise our China retail marketplaces, generated a combined GMV of
RMB2,444 billion (US$394 billion) in the twelve months ended March 31, 2015. There were 350 million active buyers on these marketplaces and over
10 million active sellers in the twelve months ended March 31, 2015. A significant portion of our customers have already transacted on our mobile
platform, and we are focused on continuing to capture this opportunity. In the three months ended March 31, 2015, mobile GMV accounted for 51% of
our GMV, up from 42% in the preceding three months and up from 27% in the same period in 2014. The number of mobile MAUs increased from
163 million in the month ended March 31, 2014, to 265 million in the month ended December 31, 2014 and to 289 million in the month ended
March 31, 2015.
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In addition to our three China retail marketplaces, we operate Alibaba.com, China's largest global online wholesale marketplace in 2014 by revenue,
according to iResearch, 1688.com, our China wholesale marketplace, and AliExpress, our global consumer marketplace.
We provide the fundamental technology infrastructure and marketing reach to help businesses leverage the power of the Internet to establish an
online presence and conduct commerce with consumers and businesses. We have been a leader in developing online marketplace standards in China,
including consumer protection programs, marketplace rules, qualification standards for merchants and buyer and seller rating systems. Given the scale
we have been able to achieve, an ecosystem has developed around our platform that consists of buyers, sellers, third party service providers, strategic
alliance partners, and investee companies. Our platform and the role we play in connecting buyers and sellers and making it possible for them to do
business anytime and anywhere is at the nexus of this ecosystem. Much of our effort, our time and our energy is spent on initiatives that are for the
greater good of the ecosystem and the various participants in it. We feel a strong responsibility for the continued development of the ecosystem and we
take ownership for this development. Accordingly, we refer to this as "our ecosystem."
Our ecosystem has strong self-reinforcing network effects that benefit our marketplace participants, who are invested in our ecosystem's growth and
success. Through this ecosystem, we have transformed how commerce is conducted in China and built a reputation as a trusted partner for the
participants in our ecosystem.

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We have made significant investments in proprietary technologies and infrastructure in order to support our growing ecosystem. Our technology
and infrastructure allow us to harness the substantial volume of data generated from our marketplaces and to further develop and optimize the products
and services offered on our platform.
Through Alipay, we offer payment and escrow services for buyers and sellers, providing security, trust and convenience to our users. We take a
platform approach to shipping and delivery by working with third-party logistics service providers through a central logistics information system
operated by Cainiao Logistics, our 48%-owned affiliate.
In fiscal year 2015, we generated 78% of our revenue from our China retail marketplaces, where Chinese consumers have access to millions of
merchants offering a broad spectrum of physical goods, virtual items and services. As of May 31, 2015, there were over 1 billion product and service
listings offered by sellers on our China retail marketplaces. Our revenue on these marketplaces is generated from merchants through online marketing
services, commissions on transactions and fees for online services.
In addition to our China retail and wholesale marketplaces, our major business units include our Alimama marketing technology platform, which
provides us and our sellers with marketing services including valuable data insights, and Alibaba Cloud Computing, which supports our ecosystem and
also provides computing services to third parties. Through our mobile Internet group, which includes UCWeb and AutoNavi, we provide a variety of
mobile value-added services.
Our Key Metrics
We have experienced significant growth across various key metrics for our China retail marketplaces:
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We have also recently experienced significant growth in our mobile monetization on our China retail marketplaces:
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The Network Effect on and across Our Marketplaces
The interactions between buyers and sellers create network effects in that more merchants attract more consumers, and more consumers attract more
merchants. In addition, our marketplaces are interconnected in that

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many buyers and sellers on one marketplace also participate in the activities on our other marketplaces, thereby creating a second-order network effect
that further strengthens our ecosystem.
The chart below depicts this network effect dynamic in our ecosystem.
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