Nebius Group has closed a $5.75 billion private offering of convertible senior notes, providing the AI cloud infrastructure company with additional capital to expand its data center footprint, build out computing infrastructure, and acquire GPUs.
The financing includes $3.45 billion of 0.50% convertible senior notes due 2030 and $2.3 billion of 4.50% convertible senior notes due 2034.
Initial purchasers exercised their options in full, acquiring an additional $450 million of the 2030 notes and $300 million of the 2034 notes.
Alongside the offering, Nebius entered into privately negotiated exchange agreements covering $800 million of existing convertible debt.
The company will exchange $400 million of its 2% convertible senior notes due 2029 and $400 million of its 3% convertible senior notes due 2031 for approximately 15.8 million Class A shares. The exchanges reduce a portion of Nebius’ existing convertible debt while adding equity to its capital structure.
Nebius plans to use proceeds from the new notes to finance the construction and buildout of data centers, continue developing its full-stack AI cloud platform and expand its global infrastructure footprint.
Capital will also support purchases of critical infrastructure components, including GPUs, which remain central to training and deploying increasingly sophisticated artificial intelligence models. A portion of the proceeds may be used for general corporate purposes.
Amsterdam-based Nebius provides AI cloud infrastructure supporting workloads across the AI development lifecycle, from data processing and model training through production deployment.
The financing significantly increases the capital available to Nebius as it scales capacity to meet growing demand for high-performance computing infrastructure from AI developers and enterprise customers.
