Nebius drops after announcing that it aims to raise $3.75 billion in a convertible loan offering

Nebius dropped as much as 7.5% in premarket trading on Tuesday, after the AI infrastructure company announced its intentions to sell $3.75 billion worth of convertible senior notes with maturities in 2031 and 2033.

The company will offer the debt in two tranches, the first batch worth $2 billion and due March 15, 2031, followed by $1.75 billion worth of notes due March 15, 2033. There’s also the potential for an additional $562.5 million of these notes to be issued via an over-allotment option.

The interest and initial conversion rate will be determined at the pricing of the offering, but regardless of the premium, a $3.75 billion offering would be pretty sizable for a company that closed yesterday’s trading session with a ~$33 billion market cap, and the market is quickly pricing in a decent chunk of equity dilution.

The offering is conspicuous in its timing, with Nebius soaring 15% yesterday on the back of a major infrastructure deal with Meta — worth up to $27 billion over five years.

The funds will likely be put to good use to deliver on some of these major projects. Per the company’s press release, the capital raised will be used to:

“...finance the continuing growth of its business, including expenditures related to the construction and build-out of its data centers, investments to develop its full-stack AI cloud, the expansion of its data center footprint and the procurement of key components (including GPUs), and for general corporate purposes.”