🇬🇧Nscale signed a minimum-$3.1 billion subscription agreement, including $1 billion from NVIDIA, whose portion targets November 16 closing.

Nscale’s S-1 discloses that it entered the subscription agreement on September 15, 2026. The minimum $3.1 billion comprises $2.1 billion of unsecured convertible loan notes and a further $1 billion of unsecured convertible loan notes or non-voting shares, as applicable, to be issued to NVIDIA.

The filing specifies automatic conversion of the convertible loan notes upon completion of the IPO. Ordinary noteholders convert into ordinary shares, while NVIDIA’s conversion is into non-voting shares. The notes are described as unsecured, not as debt collateralized by graphics processing units (GPUs) or data-center assets.

NVIDIA’s portion is scheduled to close on or around November 16, 2026. The disclosed event is the signing of a subscription agreement, not confirmation that the entire minimum amount has already been received. The supplied excerpt does not provide the conversion price, resulting ownership percentages or the complete conditions governing the alternative NVIDIA security structures.