Nscale reports $103.4 billion in contracts, but the infrastructure needed to fulfil them remains largely to be deployed. The S-1 form filed with the SEC on 18 September 2026 sets out the financing of this growth: customer prepayments, equipment-backed loans and support from NVIDIA, which is at once chipmaker, customer, shareholder and guarantor. It also details the conditions that may prevent these contracts from turning into revenue.
Spun off from Arkon Energy in May 2024, the British company is preparing an initial public offering on the New York Stock Exchange under the symbol NSCL. In this initial filing, the price and number of shares remain undetermined, as stated in its press release of 18 September. The document allows an examination of Nscale's accounts and commitments; it does not set the valuation of the transaction.
$103.4 billion in contracts, of which $2.6 billion linked to active capacity
As of 31 August 2026, Nscale reports total contract value, or TCV, of $103.4 billion, up from $38 billion at the end of 2025. This indicator adds up the revenue expected over the entire firm term of signed agreements, at their signing date. It excludes optional extensions, renewals, unexercised capacity and the financing component of prepayments. It therefore measures neither revenue already recognised nor only the amount remaining to be billed.
Contracts associated with active capacity account for $2.6 billion of this TCV. The fleet comprises approximately 25,000 active GPUs, out of 461,000 active or under contract. The agreements are mainly take-or-pay: the customer pays for reserved capacity even if it does not use it in full. Service terms, with a weighted average of 5.7 years, begin upon delivery of the GPU clusters. Nscale must therefore build and deliver before receiving the expected recurring revenue.
The financial statements present another indicator: remaining performance obligations from service contracts accounted for under ASC 606. They amount to $56.4 billion as of 30 June 2026, including $7.1 billion related to the financing component of prepayments. This amount is not directly comparable to TCV: the date and scope differ, and the Anthropic contracts signed in August are not yet included.
Prepayments already fund construction
As of 31 August, advances provided for in the contracts represent a weighted average of 23% of TCV. According to Nscale, prepayments received are the main reason for the positive operating cash flow of $1.69 billion in the first half. Over the same period, investing activities absorbed $3.29 billion.
This customer-provided cash coexists with significant losses. The unaudited half-year accounts show revenue of $140.6 million, compared with $10.4 million a year earlier, and a net loss of $1.02 billion. This includes $457.1 million of fair value remeasurement losses, mainly related to warrants held by NVIDIA and Sandton. These accounting entries involve no immediate cash outflow.
Operations are also loss-making. Cost of revenue excluding depreciation and amortisation reached $189.6 million, driven in particular by rent and electricity for new sites. The operating loss amounts to $492 million. Net interest expense of $95.1 million stems mainly from the accounting treatment of customer prepayments: their payment well before the service is rendered is treated as financing received by Nscale.
Microsoft and Anthropic account for the largest commitments
The agreements entered into with Microsoft between September 2025 and April 2026 provide for up to $43.8 billion in payments by December 2033, excluding optional extensions. The four Anthropic agreements signed on 25 August 2026 cover a maximum of $44.6 billion. Their combined total is $88.4 billion, but these caps, subject to delivery and availability conditions, do not constitute a breakdown of TCV by customer.
The Anthropic contract requires the deployment of NVIDIA Vera Rubin NVL72 systems in four tranches at the Monarch Compute Campus in West Virginia. The service commitments there are stricter than in Nscale's other contracts. The exceptions provided for certain supply delays are circumscribed; a prolonged delay may allow Anthropic to terminate the relevant tranche without incurring liability.
Nscale undertakes to use its best efforts to finance the equipment and infrastructure required. As of 18 September, the prospectus states that no firm financing commitment has yet been obtained to execute these agreements. Their commercial value is thus contingent on two steps: raising the funds, then delivering the capacity under the agreed conditions.
NVIDIA is involved at several levels of financing
The related-party section of the S-1 details the relationships with NVIDIA. The manufacturer became a shareholder of more than 5% in the Series B round. In connection with the Series C round, $300 million invested through convertible instruments was converted into shares, to which were added $477.4 million of subscriptions. An agreement signed on 15 September provides for an additional $1 billion contribution from NVIDIA, expected to be completed around 16 November. It is part of a transaction of at least $3.1 billion, also including $2.1 billion of unsecured convertible notes.
NVIDIA is also a customer: a master agreement of July 2025 covers $1.2 billion of reserved capacity in Iceland, the United Kingdom and Norway. It is also guarantor of a Texas lease. In October 2025, it agreed to cover up to $860.34 million of Nscale's obligations, in exchange for warrants giving access to shares representing $60 million at the Series B price.
This support does not remove the industrial dependence. NVIDIA remains the main manufacturer of the GPUs deployed, even when Nscale purchases equipment through intermediaries. The prospectus stresses that diversifying these third-party suppliers is not enough to protect the company from a production constraint or a change in the manufacturer's allocation priorities.
$28.9 billion in commitments to be financed over time
As of 30 June, Nscale has $1.48 billion in cash and cash equivalents. Its commitments include $24 billion of purchase orders for undelivered equipment, $3.5 billion of construction and $1.4 billion of colocation rent for leases not yet commenced. These three items total $28.9 billion, according to ActuIA's calculation. Equipment and construction payments are due mainly in 2026 and 2027.
The filing lists more than $3.3 billion raised in funding rounds since 2024, as well as six credit facilities representing approximately $6.5 billion of commitments. In addition, there are equipment financing agreements with Dell Financial Services, for $2.54 billion of rent over their initial term. These amounts describe financing of different natures and maturities; they do not represent immediately available liquidity.
The notes to the accounts state that the forecasts relied on uncommitted debt and equity financing, which had initially raised substantial doubt about the company's ability to continue as a going concern. Management considers this doubt resolved by its ability to defer, reduce or cancel investments if the expected funds are not obtained. This possibility preserves cash, while exposing the affected deployments to delays. The prospectus mentions delivery penalties among the liquidity risks.
European location does not sum up supplier risk
Nscale claims a positioning in sovereign computing. In the first half, 52% of its revenue came from deployments in Portugal and 45% in Norway. The SIN02 site, acquired in Sines in April 2026, is expected to host more than 66,000 Vera Rubin NVL72 GPUs for Microsoft from late 2027.
A European buyer, however, must examine more than the location of the equipment. The S-1 shows how much the delivery schedule depends on prepayments, access to credit and the availability of NVIDIA chips. The strength of the financing, the guarantees on advances and the rights in the event of delay therefore count as much in assessing the supplier as the volume of capacity announced. In the 18 September filing, the financing needed for the Anthropic contracts remains to be committed.
Our articles will then appear first in Google Top Stories.