CoreWeave Plans $3 Billion Notes, 35 Million-Share Sale

CoreWeave plans to raise $3 billion through a private offering of convertible senior notes due in 2033, with an option for purchasers to acquire an additional $500 million. The company expects to use part of the proceeds for capped-call transactions intended to limit potential dilution from note conversions and the remainder for general corporate purposes. Separately, CoreWeave established an at-the-market program that could allow it to sell up to 35 million Class A shares through a group of major banks, though it is not obligated to make any sales. The financing initiatives are intended to provide flexibility, support capital needs and help CoreWeave move its enterprise credit profile toward investment grade, while the company continues to face high leverage, substantial capital spending and negative free cash flow.