- Meta has started about $35 billion in stock offerings and has plans to commence a $60 billion market sale in 2027.
- Meta will receive about $12.5 billion upfront and will complete the $22.5 billion common-stock transaction by November 2027.
- Nvidia, AMD and Broadcom have all expressed non-binding interest in buying up to $5 billion of shares.
According to reports, Meta is raising $95 billion for AI. Yet, the filings show it’s a much more gradual process.
Of the $35 billion of shares offered on 26th October, Meta will deliver about $12.5 billion upfront. The company will deliver the remaining $22.5 billion on dates it selects, but no later than 19th November 2027.
The other $60 billion is purely a planned offering, not a final transaction. Meta hasn’t yet signed an at-the-market program and confirms it won’t begin until early 2027. The release makes no mention of a $95 billion total – the figure is simply $35 billion plus $60 billion, as CNBC and others reported.
Meta is issuing two types of securities. The first is $22.5 billion in Class A common stock, sold via forward sale agreements with Morgan Stanley and Goldman Sachs. The banks will borrow the shares and sell them now; Meta will then deliver the shares and receive payment later. The second is 250m depositary shares in a new mandatory convertible preferred stock which will convert to common stock on or about August 15, 2029. Meta intends to file for a Nasdaq listing under the ticker METAM and will determine the dividend rate at the time of pricing.
Why Meta is looking to shareholders
Meta is still generating cash. Q3 revenue was up 26% to $64.6 billion, and the company reported $97 billion in operating cash flow for the first 9 months of 2026. However, spending exceeds cash generation. Q3 capex was $34.91 billion versus $32.79 billion from operations, resulting in negative free cash flow of $2.12 billion.
Meta expects 2026 capex to be in the $135bn to $145bn range. The Globe and Mail notes that its cash and securities total $82.45 billion, just slightly more than its long-term debt of $80.92 billion.
Debt has been the key to bridging the funding gap. In October 2025, Meta issued $30 billion in bonds. Tech Funding News reported that Pimco and Blue Owl led the $29 billion financing for Meta’s Hyperion data centre in Louisiana. TFN also reported that Meta had disclosed $279 billion of future AI-related data centre lease commitments in its Q2 filing.
Across Big Tech, Bloomberg reported on 10th July that AI-related debt had doubled to $350 billion. Meta says its Aa3 and AA- ratings mean it can keep issuing debt, and the new equity is an additional source of capital.
Alphabet set the example with its June 1 announcement of $80 billion in equity: $30 billion in underwritten offerings, $40 billion in an at-the-market program, and $10 billion from Berkshire Hathaway.
For Meta, the suppliers could be the anchor investors. Nvidia, AMD and Broadcom have all expressed interest in buying up to $5 billion of the Class A shares on the same terms as the other investors.
The $5 billion is less than 4% of Meta’s 2026 capex, so the details matter more than the size of the figure. That leads straight to the old question: when Nvidia put $100bn into OpenAI in 2025, did that look like circular financing?
How Zuckerberg keeps control of the votes
The at-the-market program will issue a new share class which doesn’t currently exist.
On October 21, Meta announced non-voting Class C common stock, effective January 19, 2027, with a one-time dividend of one Class C share for every Class A and Class B share. Meta expects this to work like a 2-for-1 split. A special committee of independent directors said the new shares will also pay employees and fund acquisitions.
Zuck started Facebook in 2004, and as of September, 3.64 billion people use his Meta apps every day. He has about 60.6% of the voting power and a 13.4% economic interest. The sale of Class C shares doesn’t impact his voting power.
Under the Founder Alignment Agreement, he can sell only 20% of his Class C shares freely. To sell the remainder, he would have to sell a Class A share or convert a Class B share. The agreement also requires him to remain a California resident for 8 years.
The first hurdle will come before the $60 billion offering. Meta has to price a preferred share with no fixed dividend, and then after 19th January 2027 it will have to get the market to accept a new share class that has never traded before.
