Meta Launches $35 Billion Stock Sale to Support AI Buildout

A $22.5 billion Class A forward sale and $12.5 billion of preferred depositary shares now, with a Class C at-the-market program to follow in 2027

MENLO PARK, Calif. — Meta Platforms launched about $35 billion in stock offerings Monday as part of a financing plan aimed at supporting its expanding AI infrastructure.

The company also outlined a future stock-sale program of approximately $60 billion. If established and fully used, that program would bring the overall financing plan to about $95 billion.

One offering covers $22.5 billion of Class A common stock sold through forward sale agreements. The other consists of 250 million depositary shares representing interests in newly issued Series A mandatory convertible preferred stock. Meta values that portion at approximately $12.5 billion.

Three major chipmakers have expressed interest in purchasing part of the common stock offering. Nvidia, Advanced Micro Devices and Broadcom may buy up to $5 billion of Class A shares in total, at the same price and on the same terms as other investors.

Those indications are not binding. Meta said the companies could buy more, fewer or no shares, and the underwriters may decide how many shares, if any, to sell to them.

Meta will not initially receive proceeds from the common stock sold by the forward purchasers or their affiliates. The money reaches Meta later, at settlement of the forward sale agreements. The forward purchasers are Morgan Stanley Capital Services LLC and Goldman Sachs & Co. LLC.

Meta picks the settlement dates — one or more of them — and all must fall on or before Nov. 19, 2027. Meta intends to spend the eventual proceeds, and the money from the depositary share offering, on general corporate purposes.

Each depositary share represents a one-twentieth interest in a preferred share. The preferred stock is expected to carry a liquidation preference of $1,000 per share.

Unless converted earlier, the preferred stock will automatically convert into a variable number of common shares for settlement on or about Aug. 15, 2029. It would initially convert into Class A stock.

Once Meta issues its planned Class C stock and meets other conditions, the preferred stock would instead convert into Class C shares. The dividend rate and conversion terms will be set when the depositary share offering is priced.

Meta intends to seek a Nasdaq Global Select Market listing for the depositary shares under the symbol METAM.

Underwriters would receive 30-day options to buy up to 37.5 million additional depositary shares to cover over-allotments and as much as another $3.375 billion of Class A common stock.

The two offerings are independent. Completion of either one does not depend on the other closing.


Meta’s financing plan also calls for an approximately $60 billion at-the-market program involving its planned Class C common stock. Under such a program, the company could sell shares periodically through or to a manager.

The program is not expected to begin before the first quarter of 2027, after Class C shares start trading. It would not depend on completion of the two underwritten offerings.

The plan remains preliminary. Meta has not signed an agreement for the program, and its timing, size and terms have not been settled. The company cautioned that it might not establish the program or sell any shares through it.


Meta presented the financing plan as support for continued investment in AI infrastructure and personal superintelligence. Meta expects to spend $135 billion to $145 billion on capital expenditures in 2026.

The money to pay for those investments will come from operating cash flow, investment-grade debt, strategic partnerships and equity capital.

In the first nine months of 2026, Meta’s operating cash flow was $97 billion. It ended the third quarter holding approximately $82 billion in cash, cash equivalents and marketable securities.

Meta owns data centers in 23 states. Four superclusters are also under construction, each designed for more than one gigawatt of capacity. Total infrastructure capacity is on track to nearly double in 2026 from a year earlier, Meta said.

Meta’s third quarter brought in $64.6 billion in revenue, 26% more than a year earlier, with net income of $9.9 billion.

In September, daily use of at least one Meta app reached 3.64 billion people.

Leading the offerings as joint bookrunners are Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC.

Comments
Advertisements
VIRGINIA TIMES

Have something to promote?

Bring your business, services or event to our readers.

Advertise with us
- Advertisement -

Latest news

Related news

LEAVE A REPLY

Please enter your comment!
Please enter your name here