NVIDIA to Invest $3bn in Meta's Share Sale

NVIDIA will invest $3 billion in Meta Platforms’ new equity offering, the chipmaker said in a release announcing a wider partnership on Meta’s Muse AI models and agents. The commitment came as Meta priced its share sale and raised the ordinary-share part to $25 billion from $22.5 billion.

The two announcements put a number on what had been only an expression of interest. When Meta launched the offerings on Monday, it said NVIDIA, AMD and Broadcom had indicated interest in buying up to $5 billion of the shares between them, and stressed that those indications were not binding.

In brief

NVIDIA says it will invest $3 billion in Meta’s equity offering as part of a wider partnership on Meta’s Muse models and agents.
Meta priced $25 billion of Class A stock at $625 a share, up from a planned $22.5 billion, and 250 million preferred depositary shares at $50 each.
Meta intends to deploy more NVIDIA Vera Rubin systems and Vera CPUs, along with Spectrum-X networking and BlueField-4.
The companies say they will consider using NVIDIA’s OpenShell and Sentry tools for agent safety and monitoring, which is short of a commitment.

What NVIDIA and Meta announced

The release says the two companies will expand their work on Muse and the wider Muse family of models “to improve inference and training performance”, describing this as a response to “popular demand for useful AI agents”. They plan to work on optimisations across workflows to improve performance and total cost of ownership.

On hardware, Meta “intends to expand the deployment” of NVIDIA’s Vera Rubin platform and Vera CPUs for its next generation of AI agents, and will also use NVIDIA’s Spectrum-X Ethernet networking and BlueField-4 processors. That builds on a multi-year partnership the two announced in February, when Meta said it would build clusters using Vera Rubin and adopt Spectrum-X across its infrastructure. Neither release gives a value or a volume for the new hardware.

Both chief executives are quoted. Jensen Huang, NVIDIA’s founder and chief executive, said the companies are “expanding our partnership to optimize the computing infrastructure end to end for capable, efficient and secure AI agents”. Mark Zuckerberg said: “Muse is how we bring personal superintelligence to everyone.”

How the $3bn fits Meta’s upsized sale

Meta’s pricing release, dated 26 October, sets out the final terms. It sold $25 billion of Class A shares, or 40 million shares at $625 each, through forward sale agreements with Morgan Stanley and Goldman Sachs. That means Meta collects the cash later: it expects about $24.9 billion when the agreements settle, on or before 19 November 2027.

Alongside that, it priced 250 million depositary shares at $50 each, representing a new 6.50% mandatory convertible preferred stock that will trade as METAM. Meta expects about $12.5 billion of net proceeds from that part. Both offerings are expected to close on 29 October, and the banks running both sales have options to buy more shares.

NVIDIA’s release says only that it will invest in “Meta’s equity offering”, without saying which of the two. Meta’s launch release had named NVIDIA among the cornerstone investors interested in the Class A shares. At the $625 offer price, $3 billion would buy about 4.8 million shares, roughly an eighth of the Class A sale. Neither company has said whether AMD or Broadcom took up their part of the $5 billion indication.

NVIDIA becomes a shareholder in one of its biggest customers

The circular shape of the deal is hard to miss. Meta is raising equity to pay for an AI build-out that it expects to cost $135 billion to $145 billion in capital spending this year, according to its launch release, and it says it is building four superclusters of more than a gigawatt each, such as its gigawatt-scale Prometheus site in Ohio. NVIDIA, which supplies chips and networking for Meta’s data centres, is now putting $3 billion back in as an investor, in the same announcement in which Meta says it will deploy more NVIDIA systems.

For Meta, a large investor taking a fixed slice at a set price can help anchor a sale of this size. For NVIDIA, $3 billion is small next to Meta’s spending plans, and it strengthens ties with a buyer that has committed to more of its systems. For Meta’s other shareholders, it ties the company’s financing more closely to one supplier at a time when Meta also says it is investing in its own custom silicon to cut the cost of compute.

The agent-security tools are only being considered

The firmer commitments in the release are about hardware and money. The software parts are softer. The companies say Meta will “consider additional collaboration opportunities” on NVIDIA’s OpenShell reference architecture for running AI agents safely and on NVIDIA Sentry for monitoring agent behaviour. That wording leaves room for Meta to adopt the tools, use parts of them or build its own.

It matters because Meta is pushing Muse to more people, including its first launch outside North America, in Japan, and agents that act for users raise harder security questions than chatbots. The next markers are the 29 October closing of the share sale and any filing that shows how much NVIDIA, AMD and Broadcom actually bought.