8-KMaterial AgreementsFinancial EventsRegulation FD+1

CoreWeave, Inc. 8-K Report, Material Agreement (Jul 31, 2025)

Filed July 31, 2025For Securities:CRWV

Summary

CoreWeave, Inc. (CRWV) announced a significant financing event through its subsidiary, CoreWeave Compute Acquisition Co. V, LLC ("CCAC V") and CoreWeave Compute Acquisition Co. VII, LLC ("CCAC VII"), entering into a $2.6 billion delayed draw term loan facility (the "DDTL 3.0 Facility"). This new facility, secured by substantially all assets of CCAC VII and a pledge of its equity interests, is primarily designated to finance capital expenditures for acquiring GPU servers and related infrastructure necessary to fulfill a customer contract. The DDTL 3.0 Facility offers flexibility with available draws until July 2026 and matures in August 2030, indicating a strategic investment in scaling its GPU compute infrastructure. The financial terms include a floating interest rate mechanism with options for base rate or SOFR loans, plus applicable margins, and a 0.50% annual fee on the undrawn portion. Key covenants include maintaining a debt service coverage ratio of at least 1.40x starting in April 2027 and a contract realization ratio of 0.85x or more from the first full month after the initial borrowing. The parent company, CoreWeave, Inc., provides an unconditional guarantee for CCAC VII's obligations, underscoring the strategic importance of this expansion for the overall business.

Key Highlights

  • 1Secured a $2.6 billion delayed draw term loan facility (DDTL 3.0 Facility) to fund capital expenditures for GPU servers and infrastructure.
  • 2The facility is designed to support a significant customer contract, indicating strong demand and business expansion.
  • 3The DDTL 3.0 Facility provides borrowing availability until July 2026, with a maturity date in August 2030.
  • 4Interest rates are variable, based on either a base rate or SOFR, plus applicable margins and a 0.50% undrawn fee.
  • 5CoreWeave, Inc. provides an unconditional parent guarantee for the obligations of one of the borrowers (CCAC VII).
  • 6The facility is secured by substantially all assets of CCAC VII and a pledge of its equity interests.
  • 7Key financial covenants include a Debt Service Coverage Ratio (1.40x from April 2027) and a Contract Realization Ratio (0.85x from the first full month after initial borrowing).

Frequently Asked Questions

The primary purpose of the $2.6 billion delayed draw term loan facility (DDTL 3.0 Facility) is to finance capital expenditures, specifically the acquisition of GPU servers and related infrastructure, required to fulfill a significant customer contract.

The borrowers are CoreWeave Compute Acquisition Co. V, LLC ("CCAC V") and CoreWeave Compute Acquisition Co. VII, LLC ("CCAC VII"), both subsidiaries of CoreWeave, Inc.

The DDTL 3.0 Facility allows for draws until the commitment termination date in July 2026, and the loans mature on August 21, 2030.

Key financial covenants include maintaining a Debt Service Coverage Ratio of at least 1.40x starting in April 2027, and a Contract Realization Ratio of 0.85x or more as of the last day of each calendar month, beginning after the initial borrowing.