Alphabet plans $80B equity raise

Alphabet said on June 1 that it plans to raise $80 billion through a mix of public offerings, at-the-market stock sales and a private placement with Berkshire Hathaway to help fund a sharp increase in AI infrastructure spending. The company disclosed the plan in an investor release and related SEC filings after social-media posts circulated about a possible capital raise. (sec.gov) Alphabet said the package includes $30 billion of concurrent underwritten offerings, a $40 billion at-the-market program and a $10 billion Berkshire investment. The company tied the financing to demand for AI services that it said is outpacing available supply. (sec.gov) ### What exactly is Alphabet selling? Alphabet said the $30 billion underwritten portion consists of two pieces: $15 billion in depositary shares representing mandatory convertible preferred stock, and $15 billion in Class A and Class C common stock. Separate preliminary prospectus supplements filed with the SEC on June 2 describe those offerings. A June 2 prospectus supplement for the common-stock deal says Alphabet is offering $15 billion of Class A and Class C stock. A separate filing for the preferred deal says Alphabet is offering 150 million Series A depositary shares, each representing a 1/20th interest in a share of mandatory convertible preferred stock. (sec.gov) ### How does the $40 billion ATM piece work? The June 2 ATM prospectus says Alphabet may sell up to $40 billion of Class A and Class C stock from time to time through Goldman Sachs, J.P. Morgan and Morgan Stanley. The filing says the shares may be sold on Nasdaq, in privately negotiated transactions, in block trades or through other methods permitted by law. (sec.gov) Alphabet said in its June 1 free-writing prospectus that the ATM program is expected to begin in the third quarter of 2026. The company also said about $30 billion of ATM proceeds are expected to be used to meet 2026 calendar-year tax obligations tied to vesting of employee equity awards, with any additional proceeds for general corporate purposes. (sec.gov) ### What is Berkshire Hathaway’s role? Berkshire Hathaway agreed to buy $10 billion of Alphabet stock in a private placement, Alphabet said. The company said the placement is split evenly between $5 billion of Class A shares priced at $351.81 each and $5 billion of Class C shares priced at $348.20 each. (sec.gov) A June 2 prospectus supplement says Alphabet agreed to provide Berkshire with registration rights in connection with the private placement, and that the placement is expected to close concurrently with the common-stock offering, subject to customary closing conditions. (sec.gov) ### Why is Alphabet raising this much now? Alphabet said the proceeds from the underwritten offerings and the Berkshire placement will be used for general corporate purposes, including capital expenditures to scale AI infrastructure and global compute. The company said demand from enterprise and consumer customers for its AI products and services is exceeding available supply. (sec.gov) During Alphabet’s first-quarter earnings call on April 29, Chief Executive Sundar Pichai said cloud growth was driven by strong demand for AI products and infrastructure, and the company said its cloud backlog had nearly doubled quarter on quarter to more than $460 billion. (sec.gov) Alphabet also said in the June 1 financing disclosure that it expects 2026 capital expenditures of $180 billion to $190 billion and that 2027 capital expenditures will rise significantly from 2026. ### What should investors watch next? SEC filings dated June 2 show the public offerings are still in preliminary form, with pricing terms in the common-stock and preferred-stock supplements left blank. (sec.gov) The ATM prospectus says sales will occur from time to time, while Alphabet’s June 1 filing says the program is expected to start in Q3 2026. Berkshire’s private placement is expected to close alongside the common-stock offering, Alphabet said, subject to customary conditions. Alphabet’s next formal updates are likely to come through final prospectuses and future investor disclosures as the offerings are priced and the ATM program begins. (abc.xyz) (sec.gov)