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Meta launches about $35 billion of stock offerings to fund AI infrastructure

Meta said at 6:58 a.m. ET it is selling $22.5 billion of Class A shares through forward sales and about $12.5 billion of mandatory convertible preferred, and plans a $60 billion Class C program.

Update, Oct. 27, 2026: Meta priced the offerings on Oct. 26, raising the Class A common stock sale to $25.0 billion, or 40 million shares at $625.00 each, from $22.5 billion. It also priced 250 million depositary shares of 6.50% mandatory convertible preferred stock at $50 each, about $12.5 billion. Both are set to settle Oct. 29, according to Meta’s pricing term sheet.

Key figure: Underwritten offerings launched: $35B, $22.5B Class A + $12.5B preferred. Source: Meta, 6:58 a.m. ET, Oct. 26, 2026.

Key points

  • Meta launched about $35 billion of offerings: $22.5 billion of Class A stock via forward sales and about $12.5 billion of preferred.[1][2]
  • Nvidia, AMD and Broadcom indicated interest in buying up to $5.0 billion of the Class A shares; Meta said the indications are not binding.[1]
  • Meta plans an at-the-market program for up to $60 billion of Class C stock, not expected to start until the first quarter of 2027.[1]
  • Meta expects 2026 capital expenditures of $135 billion to $145 billion, the release said.[1]

What happened

Meta Platforms announced two concurrent underwritten offerings totaling about $35 billion in a release distributed by PR Newswire at 6:58 a.m. ET Monday and posted on its investor relations site. The first is $22.5 billion of Class A stock sold through forward sale agreements with Morgan Stanley and Goldman Sachs, to be settled on or before Nov. 19, 2027; Meta said it does not expect proceeds initially.[1][2][3][5]

The second is 250 million depositary shares in new Series A mandatory convertible preferred stock, about $12.5 billion, to list on Nasdaq as METAM and convert on or about Aug. 15, 2029. Meta filed an automatic shelf registration with the SEC at 6:41 a.m. ET, EDGAR shows.[1][4]

Cornerstone interest and the Class C plan

Nvidia, AMD and Broadcom indicated an interest in buying up to $5.0 billion of the Class A shares at the offering price; the indications “are not binding agreements or commitments to purchase,” Meta said. Meta also plans an at-the-market program of up to $60 billion of Class C stock, not expected to start until the first quarter of 2027, and has not entered into any agreement for it. Reuters reported the offering at 7:09 a.m. ET and Bloomberg at 7:12 a.m. ET.[1][6][7]

By New Street’s calculation, the $35 billion equals about a quarter of the $135 billion to $145 billion Meta expects to spend on capital expenditures in 2026.[1]

Why it matters: Meta says it will pay for its AI build-out with a mix of operating cash flow, investment-grade debt, partnerships and new stock.[1]

Exhibit 1. The two offerings next to Meta’s 2026 capex outlook $ billions. Capex bar is the low end of the $135 billion to $145 billion outlook

Bar Segment $ billions
Offerings launched Class A forward sales 22.5
Offerings launched Mandatory convertible preferred 12.5
Offerings launched Total (about) 35
2026 capex, low end 135

Source: Meta. Chart: New Street.[1]

Exhibit 2. What Meta announced Oct. 26, 2026, as described in Meta’s release

Item Size Terms
Class A stock, forward sale $22.5B Settles by Nov. 19, 2027
Mandatory convertible preferred About $12.5B METAM; converts about Aug. 15, 2029
Class C at-the-market program Up to $60B Not expected before Q1 2027; no agreement yet
Nvidia, AMD, Broadcom Up to $5.0B Non-binding indications, Class A

Source: Meta. Table: New Street.[1]

Notes

  • Refs. 1 to 7 accessed Oct. 26, 2026, between 7:22 and 7:30 a.m. ET; refs. 8 and 9 at 8:52 a.m. ET. Times are US Eastern (EDT, UTC-4).
  • “About $35 billion” and “about $12.5 billion” are Meta’s approximations; the preferred figure matches 250 million depositary shares at 1/20th of the $1,000 liquidation preference ($50 each), a New Street calculation. Meta describes the Class C program as “approximately $60 billion” and as “up to a maximum aggregate offering amount of $60 billion”; it has not entered into any agreement, and timing, size and terms have not been determined (ref. 1). The forward purchasers are Morgan Stanley Capital Services LLC and Goldman Sachs & Co. LLC; underwriters have 30-day options for up to 37,500,000 more depositary shares and up to $3.375 billion more of Class A stock (ref. 1). Nvidia, AMD and Broadcom (NVIDIA Corporation, Advanced Micro Devices, Inc. and Broadcom Inc.) indicated interest “severally and not jointly”; the $5.0 billion is an aggregate ceiling (ref. 1). “About a quarter” is a New Street calculation from ref. 1: $35 billion is 25.9% of $135 billion and 24.1% of $145 billion. Exhibit 1 stacks the two underwritten offerings ($22.5 billion plus about $12.5 billion, about $35 billion in all) next to the low end of the 2026 capex outlook; the planned Class C program is not charted. Why it matters paraphrases ref. 1: “The Company intends to fund these investments through a balanced mix of operating cash flow, investment-grade debt, strategic partnerships, and equity capital.” Meta filed preliminary prospectus supplements under Rule 424(b)(5) for the Class A offering at 7:56 a.m. ET and for the depositary shares at 8:04 a.m. ET, EDGAR shows (refs. 8 and 9). Both are marked subject to completion, and the price, dividend rate and conversion terms had not been set as of 8:52 a.m. ET. No premarket share price is reported. The PR Newswire page itself did not load (HTTP 502), so the 6:58 a.m. ET time is taken from two wire copies (refs. 2 and 3). Corrections, if any, are logged at newstreet.xyz/corrections.

Sources

  1. Meta Announces Launch of Offering of Depositary Shares Representing Series A Mandatory Convertible Preferred Stock and Offering of Class A Common Stock in Connection with Forward Sale Agreements (dated Oct. 26, 2026; primary source for every figure on the page unless another source is named). Meta Platforms, Inc. (Investor Relations). Accessed .
  2. Meta Announces Launch of Offering of Depositary Shares Representing Series A Mandatory Convertible Preferred Stock and Offering of Class A Common Stock in Connection with Forward Sale Agreements (wire copy of ref. 1; wire timestamp 06:58 ET (10:58 UTC), Oct. 26, 2026). PR Newswire (via FT.com Company Announcements). Accessed .
  3. Meta Announces Launch of Offering of Depositary Shares Representing Series A Mandatory Convertible Preferred Stock and Offering of Class A Common Stock in Connection with Forward Sale Agreements (wire copy of ref. 1; "By PR Newswire, October 26, 2026, 6:58 AM"). PR Newswire (via Finviz). Accessed .
  4. Meta Platforms, Inc., CIK 1326801, Form S-3ASR, automatic shelf registration statement, accession no. 0001193125-26-431009 (accepted Oct. 26, 2026, 6:41:26 a.m. ET; primary source). U.S. Securities and Exchange Commission (EDGAR). Accessed .
  5. Meta launches $35 billion equity offering to fund AI infrastructure (published Oct. 26, 2026, 6:59 a.m. EDT). StreetInsider. Accessed .
  6. Meta launches $35 billion stock offering to fund AI expansion (published Oct. 26, 2026, 7:09 a.m. ET, updated 7:13 a.m. ET, per the Investing.com syndicated copy (https://www.investing.com/news/stock-market-news/meta-launches-35-billion-stock-offering-to-fund-ai-expansion-4972169)). Reuters. Accessed .
  7. Meta Seeks Up to $95 Billion in Equity to Fund AI Spending (published Oct. 26, 2026, 7:12 a.m. ET (11:12 UTC, Google News feed timestamp); headline only; the article text was not read; the $95 billion in the headline combines the $35 billion offerings and the planned $60 billion program). Bloomberg. Accessed .
  8. Meta Platforms, Inc., CIK 1326801, Form 424B5 preliminary prospectus supplement, Class A Common Stock, accession no. 0001193125-26-431040 (accepted Oct. 26, 2026, 7:56:09 a.m. ET; primary source). U.S. Securities and Exchange Commission (EDGAR). Accessed .
  9. Meta Platforms, Inc., CIK 1326801, Form 424B5 preliminary prospectus supplement, Series A Depositary Shares, accession no. 0001193125-26-431043 (accepted Oct. 26, 2026, 8:04:56 a.m. ET; primary source). U.S. Securities and Exchange Commission (EDGAR). Accessed .

Corrections

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Tags: Meta