Overview
- Nebius priced and upsized a private Rule 144A convertible offering to $5.0 billion in two tranches due 2030 and 2034 with purchaser over‑allotment options and an expected settlement on August 24.
- The company says net proceeds of roughly $4.94 billion will be used to build data centers, buy GPUs and expand its full‑stack AI cloud platform.
- Nebius agreed to exchange about $800 million of older convertible notes for roughly 15.8 million Class A shares, a move that creates immediate dilution for existing shareholders.
- Markets reacted with heavy selling after the announcement and pricing, with NBIS shares falling in the low double digits as investors flagged dilution, high quarterly capex and repeated need for external funding.
- The raise comes after Q2 revenue of about $582 million and $5.66 billion of capex while the company held $8.04 billion in cash, so the next signals to watch are conversion terms, over‑allotment exercise decisions and whether contracted customer demand turns into steady cash flow.