Nebius Group Announces $2 Billion Convertible Senior Notes Offering

On September 10, 2025, Nebius Group N.V. announced a proposed private offering of $2 billion in convertible senior notes. The offering will be according to market conditions and is divided into two series: $1 billion of notes due 2030 and $1 billion due 2032. The Amsterdam-based AI infrastructure company aims this private offering at qualified institutional buyers under Rule 144A of the Securities Act of 1933. Initial purchasers may have options to buy additional notes amounting to $150 million for each series within a 13-day settlement period.

Concurrently, Nebius is offering $1 billion of Class A ordinary shares in a public offering, with a 30-day option for underwriters to purchase an additional $150 million. Proceeds from these offerings are intended for business growth, including purchasing compute power, expanding data centers, and general corporate uses. The notes will be senior unsecured obligations with set conversion rights, maturing in 2030 and 2032.