CoreWeave, Inc. has completed its previously announced upsized private offering of $4.2 billion in aggregate principal amount of 2.875% Convertible Senior Notes due 2033. The offering included the full exercise of the initial purchasers' option to purchase an additional $500 million in notes. The company received net proceeds of approximately $4.14 billion, which will be used for general corporate purposes and to fund capped call transactions designed to reduce potential shareholder dilution.
Key Details
- Offering Size & Proceeds: The upsized private offering consisted of $4.2 billion in aggregate principal amount of notes, resulting in net proceeds of approximately $4.14 billion after discounts.
- Note Terms: The notes bear a 2.875% annual interest rate, mature on April 1, 2033, and have an initial conversion price of approximately $97.85 per share, representing a 22.5% premium over the stock's sale price on September 17, 2026.
- Capped Call Transactions: CoreWeave used approximately $566.2 million of the proceeds to enter into capped call transactions, which are expected to reduce potential dilution upon conversion of the notes up to a cap price of $199.70 per share.