Nscale Limited has raised $3.36 billion in pre-IPO convertible financing, a significant increase from the previously reported $3.1 billion. The round was led by Third Point and includes a $1 billion commitment from NVIDIA, alongside support from Apollo, Citadel, and Hudson Bay Capital.

The capital raise, announced on September 25, 2026, aims to accelerate the expansion of Nscale's vertically integrated AI cloud platform. The company reported over $103 billion in total contracted value (TCV), indicating strong demand for its infrastructure services which range from power plants to liquid-cooled data centers.

Financing Structure

The total funding package is structured as follows:

The financing consists of an initial $2.36 billion tranche at closing and an additional $1 billion commitment from NVIDIA. All loan notes are set to convert automatically into ordinary shares upon the completion of Nscale's initial public offering (IPO). In the specific case of the NVIDIA investment, these will convert into Non-Voting Shares.

NVIDIA Investment Terms

The transaction with NVIDIA is scheduled to close on or around November 16, 2026. The form of issuance depends on the timing relative to the effectiveness of Nscale's registration statement:

• If the sale closes before the registration statement becomes effective, NVIDIA will receive additional unsecured convertible loan notes that automatically convert into Non-Voting Shares upon IPO completion.
• If the sale closes on or after the effectiveness of the registration statement, NVIDIA will receive Non-Voting Shares directly. This issuance assumes an IPO price per share equal to the midpoint of the price range disclosed in the prospectus cover.

Strategic Investors and Use of Proceeds

The round saw participation from new and existing investors including funds managed by Apollo, Citadel, Hudson Bay Capital, Abu Dhabi Investment Council, and 8090 Industries. Other participants included Davidson Kempner Capital Management, Qube Research & Technologies (QRT), Context Capital Management, Longaeva Partners L.P., Wellington Management, Castleknight, Ghisallo Capital Management, LionTree Investment Fund, L.P., Javelin Venture Partners, and Irving Investors.

Goldman Sachs & Co. LLC acted as the placement agent for Nscale in connection with this capital raise. The funds will support the buildout of data centers globally to meet unprecedented demand for AI cloud services.

What the Numbers Show

The revised total of $3.36 billion reflects a clearer breakdown of the previously announced $3.1 billion figure, specifically isolating the $2.36 billion initial tranche from the $1 billion NVIDIA commitment. The presence of $103 billion in total contracted value (TCV) provides context for the scale of this financing, suggesting that the capital is being deployed against a substantial existing backlog rather than speculative growth. The strategic alignment with NVIDIA, granting the chipmaker a substantial equity position through Non-Voting Shares, allows for ownership stakes while potentially preserving voting control dynamics for existing shareholders during the transition to public markets.

Nvidia-backed British AI infrastructure provider Nscale has filed for an initial public offering on the New York Stock Exchange under the ticker 'NSCL'. The London-based neocloud provider seeks to list amid explosive demand for computing power, though its prospectus reveals widening net losses alongside surging revenues.

Goldman Sachs, J.P. Morgan, and Morgan Stanley serve as lead bookrunners. In a letter to prospective investors, Founder and CEO Josh Payne stated the company was built with an "infrastructure-first thesis," aiming to match capital commitment duration with strong supporting revenues.

Financial Performance

Nscale reported $140.6 million in revenue for the six months ended June 30, 2026, a 1,252% increase from $10.4 million in the same period of FY25. However, net losses expanded significantly to $1.02 billion, compared to $368.9 million a year earlier.

Contract Portfolio and Infrastructure

As of August 31, Nscale held approximately $2.6 billion in active contracts and $103.4 billion in activated contracts. The company also reported $56.4 billion in remaining performance obligations.

Infrastructure capacity includes 25,000 active GPUs, with another 461,000 either active or under contract. These assets are spread across five active data centers and 12 contracted facilities.

Client Concentration and Backers

More than half of Nscale's revenue during the first half of the year came from one unnamed customer. The company rents Nvidia GPUs to AI firms such as OpenAI and Anthropic and holds a partnership with Microsoft. Recently, humanoid robotics startup Figure AI committed $3.5 billion of compute to Nscale.

Investors include Blue Owl, Dell, Nvidia, and Fidelity. In March, Nscale raised $2 billion, valuing it at $14.6 billion. The company carries more than $8 billion in debt.

What the Numbers Show

While revenue grew 1,252% year-on-year, net losses nearly tripled from $368.9 million to $1.02 billion. This divergence highlights the capital-intensive nature of scaling GPU infrastructure, where rapid top-line expansion is currently outpaced by operating costs and debt servicing obligations.