- Meta announced a $22.5 billion Class A common stock sale and a $12.5 billion mandatory convertible preferred offering, totaling about $35 billion.
- Nvidia, AMD, and Broadcom expressed non-binding interest in purchasing up to $5 billion of the shares.
- Meta projects 2026 capital expenditure of $135 billion to $145 billion to build four AI computing clusters each exceeding one gigawatt of capacity.
- A second financing round using new nonvoting Class C shares, potentially worth $60 billion, is planned for Q1 2027.
The company Meta Platforms, which is a social media and artificial intelligence firm that consists of Facebook, Instagram, WhatsApp, and Meta AI, has announced the share capital issue of nearly $35 billion in two categories.
Meta just launched a $35 billion stock offering to fund its AI buildout. Here’s what you need to know.
Meta announced plans to raise about $35 billion through two offerings today. The first is $22.5B in Class A common stock through forward sale agreements. The second is $12.5B in depositary shares representing Series A mandatory convertible preferred stock, about 250 million shares.
Nvidia, AMD and Broadcom have expressed nonbinding interest in buying up to $5B of Meta shares combined. That interest is in the Class A common stock. Critics call it circular financing, since chipmakers that sell to Meta would also be investors in it.
Meta also filed an S-3 mixed shelf registration with the SEC. It lets Meta offer common stock, preferred stock, warrants and other securities later. The filing itself gives no size, price or timing.
Separately, Meta plans a possible $60B at-the-market program for its new nonvoting Class C shares. It could start in Q1 2027. The Class C shares take effect January 19, 2027, and are meant to raise capital without diluting Mark Zuckerberg’s 60.6% voting control.
Key numbers:
– $35B: total offering ($22.5B common + $12.5B convertible preferred)
– Up to $5B: combined nonbinding interest from Nvidia, AMD and Broadcom
– $60B: potential Class C at-the-market program, Q1 2027
– About $95B: total equity financing capacity
– $135B to $145B: Meta’s 2026 capital expenditure forecastMeta shares were down premarket, then reversed to trade up about 1% as investors weighed the raise. Some traders said it was not as big a raise as feared. The stock had been about 19% below its recent highs.
— AGTP (@AGTPinsights) October 26, 2026
The share capital issue structure is made up of $22.5 billion issue of Class A common shares and $12.5 billion issue of mandatory convertible preferred shares. The price of Meta’s shares fell by about 2%.
Chip Giants Express Interest As Non-binding Buyers
Nvidia, AMD, and Broadcom have expressed interest in purchasing up to $5 billion of the Class A shares between them. The interest is described as non-binding, meaning the chipmakers could reduce their participation or withdraw entirely.
META $META JUST ANNOUNCED PLANS TO RAISE ~$95B BY SELLING NEW STOCK
It’s starting with about $35B now: $22.5B of common stock and $12.5B of convertible preferred stock. Then it plans a separate $60B program to sell its new non-voting Class C shares once they start trading, likely in Q1 2027.
Nvidia, AMD, and Broadcom have indicated interest in buying up to $5B of the stock.
Meta says the money will help fund its AI buildout.
— Evan (@StockMKTNewz) October 26, 2026
If confirmed, it would represent a significant cross-sector investment signal, with Meta’s AI infrastructure suppliers also becoming shareholders.
Record Capital Expenditure Plan
Meta estimates its 2026 capital expenditures at $135 billion to $145 billion, an extraordinary outlay driven by plans to build four new AI computing clusters, each with more than one gigawatt of capacity.
The company says its general infrastructure capacity is expected to nearly double this year. Third-quarter revenue grew 26% to $64.6 billion, but Meta reported negative free cash flow of $2.12 billion. It held approximately $82 billion in liquid assets at the end of September.
Class C Shares & 2027 Financing Plans
Meta also outlined a second, larger financing mechanism: a proposed Class C nonvoting share programme that could raise up to $60 billion, bringing total potential equity capital to $95 billion.
The Class C programme is expected to launch in the first quarter of 2027 when those shares begin trading. Forward sale agreements on the current common stock offering can settle on selected dates through November 19, 2027. Meta is also reportedly in discussion with Anthropic about a $10 billion computing capacity agreement.
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