Nebius prices upsized $5 billion convertible notes offering for AI expansion

Nebius Group priced an upsized $5 billion convertible senior notes offering, raised from a previously announced $4.5 billion, to fund expansion of its artificial intelligence infrastructure business. The deal comprises $3 billion of 0.50% notes due 2030 and $2 billion of 4.50% notes due 2034, with expected net proceeds of about $4.94 billion that could rise to roughly $5.68 billion if options for additional notes are fully exercised; closing is expected on Aug. 24. Proceeds are slated for data-center build-out, investment in Nebius’s full-stack AI cloud platform and purchases of key components including GPUs. Initial conversion prices are about $313.46 per share for the 2030 notes and $324.65 for the 2034 notes, representing 40% and 45% premiums to the Aug. 19 close of $223.90. Separately, Nebius agreed to exchange $400 million of 2% notes due 2029 and $400 million of 3% notes due 2031 for about 15.8 million Class A shares, a move that could add selling or hedge-related pressure around the same settlement window. Shares traded down 1.13% at $221.37 on Thursday. The financing follows earlier convertible activity that raised roughly $4.3 billion and comes as Nebius reported second-quarter 2026 revenue of $582.3 million amid multi-gigawatt expansion plans and intense industry capital spending.

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