$1 billion convertible notes issuance
Company: Nebius
What the later record shows
Delivered on time · happened June 5, 2025
Both the Q3 2025 statements and the 2025 20-F say the $1 billion private placement was issued on June 5, 2025. It came in two equal $500 million tranches due 2029 and 2031.
“On June 5, 2025, the Group issued $ 1,000 aggregate original principal amount of senior unsecured convertible notes”
2026-04-29 · Nebius 20-F filed 2026-04-30 View cached copy (2026-08-31)Live source ↗
“In June 2025, we issued convertible notes in an aggregate principal amount of $1,000.0 million, in two equal tranches due 2029 and 2031.”
2026-04-29 · Nebius 20-F filed 2026-04-30 View cached copy (2026-08-31)Live source ↗
Checked October 10, 2026 against filings, releases and reporting published after the claim was made. Quotes are verbatim from the linked documents.
The claim, verbatim
Nebius completed a private placement of $1 billion in senior unsecured convertible notes in two tranches: $500 million of 2.00% convertible notes due 2029 and $500 million of 3.00% convertible notes due 2031, which closed on June 5, 2025.
Source (primary)
Nebius 6-K filed 2025-06-05 (SEC EDGAR, sec_filing)
View cached copy (2026-08-31)Live source ↗
Quote: “entered into subscription agreements (the "Subscription Agreements") with the investors named therein (the "Investors"), for the private placement (the "Private Placement") of senior unsecured convertible notes in an aggregate principal amount of $1 billion, in two tranches: $500,000,000 aggregate principal amount of 2.00% convertible notes due 2029 (the "2029 Notes"), and $500,000,000 aggregate principal amount of 3.00% convertible notes due 2031 (the "2031 Notes")”
How we checked this
Checked on October 11, 2026. The cited source supports every part of this claim.
The 6-K states that Nebius placed $1 billion of senior unsecured convertible notes in two $500 million tranches, 2.00% due 2029 and 3.00% due 2031. It also states that the transaction closed and the notes were issued on June 5, 2025.
Confirmed in the source:
- Nebius conducted a private placement of senior unsecured convertible notes with an aggregate principal amount of $1 billion
- The notes were issued in two tranches
- One tranche was $500 million of 2.00% convertible notes due 2029
- The other tranche was $500 million of 3.00% convertible notes due 2031
- The private placement closed on June 5, 2025 and the notes were issued
What we did: Read our cached copy of SEC EDGAR (https://www.sec.gov/Archives/edgar/data/1513845/000110465925056817/tm2517269d1_6k.htm) in full (7,803 characters, retrieved August 31, 2026) and checked each assertion in the claim against it.
Additional evidence
confirms Nebius 6-K filed 2025-06-05
Quote: “entered into subscription agreements (the "Subscription Agreements") with the investors named therein (the "Investors"), for the private placement (the "Private Placement") of senior unsecured convertible notes in an aggregate principal amount of $1 billion, in two tranches: $500,000,000 aggregate principal amount of 2.00% convertible notes due 2029 (the "2029 Notes"), and $500,000,000 aggregate principal amount of 3.00% convertible notes due 2031 (the "2031 Notes")”
confirms Nebius 20-F filed 2026-04-30
Quote: “On June 5, 2025, the Group issued $ 1,000 aggregate original principal amount of senior unsecured convertible notes”