Nvidia and AMD Commit $4 Billion to Meta's $95 Billion AI Share Sale
Nvidia will invest $3 billion and AMD $1 billion in Meta's new share sale, part of a plan to raise up to $95 billion for AI data centers and its Muse agent.
Nvidia said on Tuesday, Oct. 27, 2026, that it will put $3 billion into Meta's new share sale, and AMD followed hours later with a $1 billion commitment of its own. The two chipmakers are buying into a fundraising plan of up to $95 billion that Meta launched a day earlier to pay for data centers and its Muse AI agent.
The deals tie Meta's biggest hardware suppliers more closely to its balance sheet. They also land in the same week Meta reported its first negative free cash flow quarter in more than a decade, which is why investors are watching the terms closely.
Key facts at a glance
- Nvidia: $3 billion into Meta's equity offering, alongside an expanded partnership on Muse and the Muse family of models.
- AMD: $1 billion into the same offering, with its Helios rack-scale systems now installed and being tested at Meta.
- Meta's plan: up to $95 billion, starting with underwritten offerings now priced at about $37.5 billion, followed by a planned at-the-market program of up to $60 billion.
- Pricing: Class A shares were sold at $625 each, and the common stock portion was upsized from $22.5 billion to $25 billion.
- Market reaction: Meta shares fell 1.9% to $630.56 on Monday, and were down about 1% again on Tuesday morning while AMD rose about 3%.
How Meta got here
Meta reported third-quarter results on Oct. 21. Revenue rose 26% from a year earlier to $64.6 billion, ahead of the $63.37 billion analysts expected. But free cash flow turned negative by about $2.1 billion, compared with a positive $10.63 billion a year earlier, because capital spending outran the cash the business generated.
The company also lifted the bottom of its 2026 capital spending forecast to $135 billion, keeping the top at $145 billion. Meta says it is building four "superclusters", each with more than 1 gigawatt of capacity, and expects to nearly double its total infrastructure capacity this year.
On Monday, Oct. 26, Meta said it would fund this through a mix of operating cash flow, investment-grade debt, partnerships and new equity. It named Nvidia, AMD and Broadcom as "cornerstone investors" that had shown non-binding interest in buying up to $5 billion of its Class A stock combined. Tuesday's announcements put firm numbers on two of those three.
What Nvidia and AMD are actually buying
Nvidia's stake comes with a Muse deal
Nvidia framed its $3 billion investment as part of a wider partnership. The companies said they will work together to improve training and inference performance for Muse, Meta's personal AI agent, which launched last month. Meta also plans to expand its use of Nvidia's Vera Rubin systems and Vera CPUs, along with Spectrum-X Ethernet networking and BlueField-4 hardware.
The two companies said they will also consider using Nvidia's OpenShell reference design for deploying agents safely and its Sentry tool for monitoring agent behavior. Nvidia chief executive Jensen Huang called AI agents "a new computing paradigm". Meta chief executive Mark Zuckerberg said Muse is how Meta plans to bring "personal superintelligence" to everyone.
AMD's stake follows hardware already in Meta's data centers
AMD's $1 billion commitment came with a list of what it already supplies. The company said initial Helios rack-scale systems are installed and being tested at Meta ahead of a broader rollout. It also said Meta has deployed millions of its EPYC processors, which run the computing environments behind Muse.
Meta was an early design customer for AMD's Instinct MI450 chips and will deploy a custom Instinct GPU built for its workloads, AMD said. AMD chief executive Lisa Su said the companies are now building infrastructure "at gigawatt scale".
How the $95 billion raise works
Meta's fundraising has two stages. The first stage was priced on Monday, and both parts are expected to close on Oct. 29, 2026.
| Piece | Size | Key terms |
|---|---|---|
| Class A common stock | $25 billion | $625 per share, sold through forward sale agreements |
| Mandatory convertible preferred | About $12.5 billion | 250 million depositary shares at $50, 6.50% annual dividend |
| At-the-market program | Up to $60 billion | Planned after new non-voting Class C shares start trading |
The common stock is sold through forward sale agreements with Morgan Stanley and Goldman Sachs. In plain terms, the banks sell borrowed shares now, and Meta delivers 40 million new shares and collects about $24.9 billion later, on or before Nov. 19, 2027. Meta said it does not expect to receive that money up front.
The preferred shares pay a 6.50% yearly dividend from Feb. 15, 2027, and convert into common stock around Aug. 15, 2029. Meta has applied to list them on Nasdaq under the symbol METAM. Underwriters also have 30-day options to buy more of both securities, which could lift the first stage further.
The larger $60 billion program depends on Meta's new Class C shares, which carry no votes. Meta first disclosed them alongside its earnings on Oct. 21 and expects them to start trading in the first quarter of 2027, though it said timing and terms are not final.
Why some investors are uneasy
The obvious concern is dilution. Every new share means existing shareholders own a slightly smaller slice of Meta, and the full plan would be the largest equity raise in the company's history. Meta's stock had already lost 9.6% from its pre-earnings close by Monday's finish.
A second concern is what critics call circular funding. Nvidia, AMD and Broadcom sell large amounts of hardware to Meta. When suppliers buy a customer's shares, part of that money can flow back to them as chip orders, which makes it harder for investors to judge how much real outside demand sits behind the spending.
Analysts at William Blair said investors will keep questioning how Meta finances its build-out and whether more raises follow. They also said the move shows Meta's confidence in long-term returns from AI, while warning the path may not be smooth. Ben Wood, senior partner at CCS Insight, said the raise reflects the "eye-watering" sums needed to keep up in the AI race.
Meta's case rests on early demand for Muse. The company says more than 10 million people in the US and Canada have set up the agent since launch. Its core advertising business is also still growing quickly.
What it means for you
If you own Meta shares, directly or through an index fund, your stake will be diluted gradually as the new shares are issued over the next year and beyond. The Class A forward sales settle by November 2027, the preferred converts in 2029, and the Class C program has no fixed timetable yet.
If you hold Nvidia or AMD, the stakes are small next to those companies' size, but they deepen ties to one of their largest customers. Nvidia already holds stakes in OpenAI, Anthropic, Intel and xAI, so Meta joins a growing list.
If you use Facebook, Instagram or WhatsApp, the money is aimed at the AI features Meta is building into its apps, especially Muse. Meta has said the raise supports its family of apps, Muse and its data center business.
For readers in the UK and Australia, the sign-up figures Meta has cited for Muse cover the US and Canada, so the most direct effect for now is on investors and pension funds that hold large US tech stocks.
What happens next
- Oct. 29, 2026: both underwritten offerings are expected to close.
- Within 30 days: underwriters can buy up to $3.75 billion more common stock and 37.5 million more preferred shares.
- First quarter of 2027: Class C shares are expected to begin trading, opening the way for the $60 billion at-the-market program.
- Feb. 15, 2027: first scheduled dividend on the new preferred stock.
- By Nov. 19, 2027: Meta expects to settle the forward sales and receive the common stock proceeds.
The open question is Broadcom. Meta named it as the third cornerstone investor, but it had not announced an amount of its own when Nvidia and AMD disclosed theirs.
FAQ
Is Nvidia buying control of Meta? No. At $625 a share, $3 billion buys a small fraction of a company of Meta's size, and Mark Zuckerberg keeps voting control.
Why sell stock instead of borrowing? Meta says it will use both. Equity adds cash without adding interest payments, at the cost of diluting current owners.
Key takeaways
- Check your exposure. Many broad US index funds hold Meta, Nvidia and AMD, so this deal touches most retirement portfolios in some way.
- Watch the Oct. 29 closing and the 30-day options. If underwriters buy the extra shares, the first stage grows beyond $37.5 billion.
- Mark early 2027 on your calendar. The start of Class C trading is the trigger for the much larger $60 billion sale.
- Track Meta's cash flow. The next quarterly report will show whether spending is still outpacing the cash the business brings in.
- Look for Broadcom's decision. A firm number from the third chipmaker would complete the $5 billion cornerstone picture.