FilingsSEC filing

Nebius priced $2.75 billion of convertible notes and a $1 billion share offering on Sep 10, 2025

Form6-K
FiledSep 12
CompanyNebius

On Sep 10, 2025, Nebius priced $2.75 billion in original principal amount of convertible senior notes in a private offering and a $1 billion public offering of Class A ordinary shares at $92.50 a share. The notes came in two series of $1,375,000,000 each, 1.00% notes due 2030 and 2.75% notes due 2032, upsized from $2.0 billion in total, with an initial conversion price of about $138.75 per Class A share, a 50% premium to the $92.50 offering price of the share offering. Nebius said it intended to use the net proceeds of both offerings to finance the continuing growth of its business, including buying more compute power and hardware, securing land plots and expanding its data center footprint, and for general corporate purposes. The company furnished the press releases and the underwriting agreement in a Form 6-K, a foreign company's report to the SEC, filed on Sep 12, 2025.12345678910

How each figure was checked10 facts
  1. the company named in the filingNebiusOur database
  2. the date and place of the pricing press releasesSeptember 10, 2025Nebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  3. pricing of the offering of convertible senior notes, in a private offering$2.75 billion, in two seriesNebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  4. pricing of the underwritten public offering of Class A ordinary shares$1 billionNebius press release on the pricing of its public offering of Class A ordinary shares, Sep 10, 2025 (Exhibit 99.3 to Form 6-K, SEC EDGAR) ↗
  5. the public offering price per Class A ordinary share$92.50Nebius press release on the pricing of its public offering of Class A ordinary shares, Sep 10, 2025 (Exhibit 99.3 to Form 6-K, SEC EDGAR) ↗
  6. the two series of notes: 1.00% due 2030 and 2.75% due 2032, each of $1,375,000,000$1,375,000,000; 1.00%; 2030; 2.75%; 2032Nebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  7. the notes offering was upsized from the previously announced size$2.0 billionNebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  8. initial conversion price of the notes per Class A share and its premium over the offering price$138.75; 50%; $92.50Nebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  9. intended use of the net proceedsgrowth of the business, compute power and hardware, land plots, data center footprint, general corporate purposesNebius press release on the pricing of its convertible senior notes, Sep 10, 2025 (Exhibit 99.2 to Form 6-K, SEC EDGAR) ↗
  10. the day the 6-K was filedSep 12, 2025Our database

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The record

Company
Nebius (CIK 1513845)
Form
6-K
Accession
0001410578-25-002149
Filed
Sep 12, 2025
Period of report
Sep 11, 2025
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About Nebius

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Revenue$529.8 millionYear to Dec 31, 2025 · +479.02% year over year · about €450.89 million at the ECB rate of Dec 31, 2025
Operating income−$611.7 millionYear to Dec 31, 2025 · −53.08% year over year · about −€520.6 million at the ECB rate of Dec 31, 2025
Net income$82.5 millionYear to Dec 31, 2025 · +112.86% year over year · about €70.21 million at the ECB rate of Dec 31, 2025

Source: SEC EDGAR XBRL financial data · filed Apr 30, 2026

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Sources

  1. SEC EDGAR, Form 6-K filed Sep 12, 2025
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