NVIDIA invests $2 billion in Nebius

NVIDIA has agreed to invest $2 billion in Nebius Group, the Amsterdam-based AI cloud company that emerged from the wreckage of Yandex after Russia’s invasion of Ukraine, in a deal that pairs a substantial capital injection with a deep technical partnership aimed at deploying more than 5 gigawatts of NVIDIA-powered compute capacity by the end of 2030.

The investment was structured as a private placement: NVIDIA purchased pre-funded warrants exercisable into 21,065,936 Nebius Class A ordinary shares at a near-nominal exercise price of $0.0001 per share, for gross proceeds of approximately $2 billion.

NVIDIA has agreed to a six-month lockup on both the warrant and any shares acquired through its exercise. The transaction was completed as an exempt offering under US securities law, meaning the new shares were not registered with the SEC.

The capital structure matters because it is not a straightforward equity purchase. NVIDIA ...