Convertible debt has been becoming one of important financing instruments for raising external capital of listed companies. This paper test the relationship between financial leverage, growth opportunity, profitability, the largest block shareholder ratio, size of company, size of raising capital, industry factors and preference for financing choice between convertible debt and SEO. This empirical evidence indicate that the preference for choosing convertible debt is significant negative related to financial leverage, significant positive related to size of company. There are low significant relationship between the preference for choosing convertible debt and profitability and size of raising capital, but having insignificant related to growth opportunity, the largest block shareholder ratio and industry factors of company.