AI Cloud Provider CoreWeave Plans $3B Convertible Notes and 35M Share Offering

CoreWeave, an AI cloud services provider, announced Thursday it plans to offer $3 billion in senior convertible notes due 2033 and launch an at-the-market (ATM) equity offering of up to 35 million shares.

According to Bloomberg, citing people familiar with the matter, the notes are expected to carry a coupon of 2.375% to 2.875% and price Thursday evening. The offering includes a $500 million overallotment option, which could increase total proceeds to $3.5 billion if fully exercised. The company said proceeds will be used for general corporate purposes, with a portion allocated to derivative transactions related to the offering.

The ATM program allows CoreWeave to sell up to 35 million shares from time to time, a move the company said would provide financing flexibility and help optimize its credit profile. Morgan Stanley, Goldman Sachs, JPMorgan and Wells Fargo are acting as underwriters for the convertible notes, according to people familiar with the matter.

CoreWeave's shares fell as much as 5.3% in intraday trading on Thursday following the announcement. The fundraising is part of a broader wave of capital raising driven by AI infrastructure buildout. According to Bloomberg data, companies have borrowed about $419 billion in global debt markets for AI-related purposes in 2026. In July, CoreWeave was forced to widen pricing on a $2.6 billion leveraged loan to attract investors. Despite this, AI-related financing demand has pushed the U.S. convertible bond market to a record, with U.S. companies raising $137.3 billion via convertible notes so far this year.