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Nebius Raises $5.75 Billion in Upsized Convertible Offering

Boosting cash to fund a rapid AI data‑center buildout, the deal tests whether a reported $37.5 billion backlog will convert into durable revenue.

Overview

  • Nebius closed a private convertible senior note sale on Tuesday that generated about $5.75 billion across two series: 0.50% notes due 2030 and 4.50% notes due 2034 with initial buyers exercising extra options.
  • The company also completed privately negotiated exchanges that swapped $400 million of 2029 notes and $400 million of 2031 notes for roughly 15.8 million Class A shares, which holders may sell into the market and could raise near‑term share supply.
  • The market reacted positively, with Nebius shares rising about 4% intraday after the deal beat the size investors expected and the low front coupon signaled strong institutional demand.
  • Analyst work and company disclosures point to a reported $37.5 billion backlog anchored by a five‑year $12 billion Meta agreement, but those figures and bullish 2027 revenue scenarios depend on converting contracts into cash, margins, and steady deployments.
  • The raise follows rapid prior scaling from Yandex roots, earlier 2026 equity and debt funding and a mid‑July secured facility, leaving observers focused on upcoming partner earnings and the company's next report as near‑term proof points of demand and cash flow.