CoreWeave, Inc.
For the period ended Sep 30, 2025. Filed Nov 13, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 13, 2025
CRWV$46.40+6.3%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-13.
0001769628-25-000041
Item 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-13.
0001769628-25-000062
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 110 previous paragraphs and 121 current paragraphs.
72 unchanged; 32 reworded; 14 added; 6 removed; 0 previous and 3 current paragraphs rearranged.
Tables are not compared: 15 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (14)
Current report
On July 7, 2025, we entered into a definitive agreement (the “Core Scientific Merger Agreement”) to acquire Core Scientific, Inc. ("Core Scientific"), a leading data center infrastructure provider, in an all-stock transaction (the "Core Scientific Acquisition"). On October 30, 2025, Core Scientific held a special meeting of stockholders (the “Special Meeting”) to consider a proposal (the “Merger Agreement Proposal”) to adopt the Core Scientific Merger Agreement. At the Special Meeting, the requisite Core Scientific stockholders did not approve the Merger Agreement Proposal. As a result, on October 30, 2025, pursuant to and in accordance with the Core Scientific Merger Agreement, Core Scientific terminated the Core Scientific Merger Agreement, effective immediately.
Current report
Other Income, Net
Current report
Other income, net
Current report
Provision for (benefit from) income taxes for the three months ended September 30, 2025 changed favorably by $168 million compared to the three months ended September 30, 2024. Provision for (benefit from) income taxes for the nine months ended September 30, 2025 changed favorably by $130 million compared to the nine months ended September 30, 2024.
Current report
We recorded income tax expense in the three and nine months ended September 30, 2024 despite experiencing pre-tax losses in part due to nondeductible losses on fair value adjustments and projected limitations on our ability to realize certain tax benefits, which resulted in our continuing to maintain a full valuation allowance on its U.S. deferred tax assets. The benefit from the period-over-period income taxes is primarily to do with the OBBBA, enacted on July 4, 2025, allowing the deduction of business interest expense that was previously limited under prior U.S. tax law, coupled with a smaller increase in our deferred tax assets, on which there is a full valuation allowance.
Current report
On November 10, 2025, we amended our Revolving Credit Facility to increase the capacity to $2.5 billion and to modify certain covenant metrics. The amendment also extended the maturity to November 2029. With the upsize of the Revolving Credit Facility, the letter of credit sub-facility increased to $600 million.
Current report
On September 29, 2025, we amended DDTL 2.0 Facility with certain lenders and U.S. Bank, N.A. as the administrative agent, to add an incremental $3.0 billion tranche of delayed draw term loans to the DDTL 2.0 Facility (as so amended, the "DDTL 2.1 Facility). The terms of the draws under the DDTL 2.0 Facility remain unchanged. The total loans available are limited to a percentage of the depreciated purchase price of GPU servers and related infrastructure for the contract that the loans are being used to finance, with such percentage based upon the credit rating of the applicable customer. All obligations under the DDTL 2.1 Facility are unconditionally guaranteed by us and secured, subject to certain exceptions, by substantially all of the subsidiary's assets and a pledge of 100% of the equity interests in the subsidiary. Borrowings under the DDTL 2.1 Facility will be used to finance a portion of the purchase consideration, fees, and expenses relating to the acquisition of computing equipment.
Current report
Borrowings under the DDTL 2.1 Facility are subject to an interest rate per annum equal to, at our option, either the term SOFR or the alternative base rate plus a spread. The spread is equal to 4.25% for term SOFR loans and 3.25% for base rate loans.
Current report
The principal amount of the loans is required to be repaid in quarterly installments, beginning in July 2026, with the final payment due five years after the applicable loan was funded. As of September 30, 2025 we had borrowed $1.2 billion against the DDTL 2.1 Facility and $1.8 billion remained available for borrowing.
Current report
On July 28, 2025, one of our subsidiaries, CoreWeave Compute Acquisition Co. VII LLC ("CCAC VII"), entered into a third delayed draw term loan facility (the "DDTL 3.0 Facility") with various lenders and MUFG Bank, LTD, as the administrative agent, which provides for a delayed draw term loan facility of up to $2.6 billion. All obligations under the DDTL 3.0 Facility are unconditionally guaranteed by us. Obligations outstanding under the DDTL 3.0 Facility are secured by perfected first priority pledges of and security interests in (i) the equity interests of CCAC VII held by its direct parent and (ii) substantially all of the assets of CCAC VII. The DDTL 3.0 Facility contains covenants that restrict our and/or
Current report
CCAC VII's ability to incur or guarantee additional indebtedness; pay dividends and make other distributions or repurchase stock; make certain investments; create or incur liens; sell assets; enter into certain transactions with affiliates; and merge, consolidate or transfer or sell all or substantially all of our or its assets.
Current report
Under the DDTL 3.0 Facility, loans may be drawn until July 2026. The principal amount of the DDTL 3.0 Facility is required to be repaid in monthly installments, beginning in April 2026, with the final payment due on August 21, 2030. The total loans available are constrained by the purchase price of assets for which the loans are being used to finance with such percentage based upon the depreciable cost of GPU servers. Borrowings under the DDTL 3.0 Facility will be used to finance a portion of the purchase considerations, fees, and expenses relating to the acquisition of computing equipment.
Current report
Interest on outstanding borrowings on the DDTL 3.0 Facility accrues at an interest rate per annum equal to the daily compounded SOFR plus an applicable margin of 4.00% or alternative base rate plus 3.00%, at our election. Under the DDTL 3.0 Facility, we are required to enter into secured swap agreements within 45 days of the closing date as well as after each subsequent credit event covering a notional amount of not less than 75% of the reasonable anticipated outstanding floating-rate loans until the maturity date. As of September 30, 2025, we are in compliance with this requirement.
Current report
The principal amount of the loans is required to be repaid in monthly installments, beginning in April 2026, with the final payment due in August 2030. The loans are prepayable at any time, from time to time, at our option, and are required to be prepaid upon the occurrence of an event of default or change of control of us, or with the proceeds of certain asset dispositions or incurrences of indebtedness. As of September 30, 2025, we had borrowed $359 million against the DDTL 3.0 Facility and $2.2 billion remained available for borrowing.
Removed paragraphs (6)
Previous report
On July 7, 2025, we entered into a definitive agreement to acquire Core Scientific, Inc. ("Core Scientific"), a leading data center infrastructure provider, in an all-stock transaction (the “Core Scientific Acquisition”). The Core Scientific Acquisition is expected to help us verticalize our data center footprint to support revenue growth and improve operational profitability. The Core Scientific Acquisition is expected to close in the fourth quarter of 2025, subject to regulatory and Core Scientific stockholder approval and certain other closing conditions.
Previous report
Other Income (Expense), Net
Previous report
Other Income (Expense), Net
Previous report
Provision for (benefit from) income taxes for the three months ended June 30, 2025 increased by $8 million, or 19%, compared to the three months ended June 30, 2024. Provision for (benefit from) income taxes for the six months ended June 30, 2025 increased by $38 million, or 69%, compared to the six months ended June 30, 2024. We recorded income tax expense in all periods presented despite experiencing pre-tax losses in part due to nondeductible losses on fair value adjustments and projected limitations on our ability to realize certain tax benefits, which has resulted in us maintaining a full valuation allowance on our U.S. deferred tax assets. The increase in period-over-period income tax expense primarily resulted from an increase in pre-tax income excluding these nondeductible losses and the inability to record a net benefit from deferred tax assets generated in the period.
Previous report
Our effective tax rate might fluctuate significantly in the future due to additional impacts from nondeductible items and future changes in the valuation allowance on net deferred tax assets.
Previous report
In July 2025, we entered into an additional Delayed Draw Term Loan 3.0 Facility (as amended, “DDTL 3.0 Facility”), which provides for a delayed draw term loan facility of up to $2.6 billion. We intend to use borrowings under the DDTL 3.0 Facility to fund the purchase and maintenance of certain equipment, hardware, infrastructure and other systems to be utilized by us in order to provide a strategic customer with certain services ordered by such strategic customer. We will pay interest at a rate per annum equal to daily compounded SOFR plus an Applicable Margin of 4.00%. We are required to pay an undrawn fee of 0.50% per annum on the average daily undrawn portion of the DDTL 3.0 Facility. We will commence repayments of DDTL 3.0 Facility on the first Monthly Payment Date on or after April 1, 2026. Any remaining unpaid principal is due on the term maturity date, August 21, 2030. Our DDTL 3.0 Facility requires us to maintain certain restricted cash balances based on a yearly schedule. We are also required to enter secured swap agreements to cover at least 75% of the reasonably anticipated outstanding principal amount of floating rate loans within 45 days of the closing date and subsequent Credit Events.
Reworded paragraphs (32)
Previous wording
We expect our cost of revenue to increase in absolute dollar terms as we continue to grow our platform and expand our customer base. However, we anticipate that cost of revenue may fluctuate as a percentage of revenue in the future due to the timing of when data centers go live, and we achieve economies of scale and operational efficiencies.
Current wording
We expect our cost of revenue to increase in absolute dollar terms as we continue to grow our platform and expand our customer base. However, we anticipate that cost of revenue may fluctuate as a percentage of revenue in the future due to the timing of when data centers go live, including delays in the delivery of data centers by our third-party vendors, and when we achieve economies of scale and operational efficiencies.
Previous wording
Gain (loss) on fair value adjustments consists of gains and losses as a result of recording our derivative and warrant liabilities at fair value at the end of each reporting period, or prior to settlement of the associated instruments if settled during the reporting period.
Current wording
Gain (loss) on fair value adjustments consists of gains and losses as a result of recording our derivative and warrant liabilities for our 2021 Convertible Senior Secured Notes, warrant liabilities related to our 2022 Senior Secured Notes, and the option liability in connection with our Series B financing at fair value at the end of each reporting period, or prior to settlement of the associated instruments if settled during the reporting period.
Previous wording
Other income (expense), net consists of investment income, foreign currency exchange gains (losses), gains (losses) on extinguishment of debt, interest income, gains (losses) on sale of investments and other non-operating gains and losses.
Current wording
Other income, net consists of investment income, foreign currency exchange gains (losses), gains (losses) on extinguishment of debt, interest income, gains (losses) on strategic investments and other non-operating gains and losses.
Previous wording
The provision for (benefit from) income taxes consists primarily of income taxes in certain federal, state, local and foreign jurisdictions in which we conduct business. Foreign jurisdictions typically have different statutory tax rates from those in the United States. Accordingly, our effective tax rates may vary depending on the impact of the valuation allowance and nondeductible fair value adjustments to derivatives, as well as the relative proportion of foreign income to domestic income, generation of tax credits, changes in the valuation of our deferred tax assets and liabilities, and changes in tax laws.
Current wording
The provision for (benefit from) income taxes consists primarily of income taxes in certain federal, state, local and foreign jurisdictions in which we conduct business. Foreign jurisdictions typically have different statutory tax rates from those in the United States. Accordingly, our effective tax rates may vary depending on the impact of the valuation allowance and nondeductible items, such as fair value adjustments to derivatives, as well as the relative proportion of foreign income to domestic income, generation of tax credits, changes in the valuation of our deferred tax assets and liabilities, and changes in tax laws.
Previous wording
We recognized no and $177 million of stock-based compensation expense, net of no and $17 million of capitalized costs primarily related to the development of internal-use software, during the three and six months ended June 30, 2025, respectively, associated with vested RSUs as a result of the satisfaction of the liquidity-event performance-based vesting condition which was satisfied in connection with the IPO.
Current wording
We recognized no and $177 million of stock-based compensation expense, net of no and $17 million of capitalized costs primarily related to the development of internal-use software, during the three and nine months ended September 30, 2025, respectively, associated with vested RSUs as a result of the satisfaction of the liquidity-event performance-based vesting condition which was satisfied in connection with the IPO.
Previous wording
Comparison of the Three and Six Months Ended June 30, 2025 and 2024
Current wording
Comparison of the Three and Nine Months Ended September 30, 2025 and 2024
Previous wording
Revenue for the three months ended June 30, 2025 increased by $817 million, or 207%, compared to the three months ended June 30, 2024. Revenue for the six months ended June 30, 2025 increased by $1,610 million, or 276%, compared to the six months ended June 30, 2024. This substantial growth was related to increased demand from both existing and new customer contracts and our ability to rapidly scale our operations, emphasizing the strength of our customer relationships and our ability to meet the evolving needs of the industry. Approximately 92% and 96% of the increase in revenue was attributable to expansion within our existing customer base and the remaining increase was attributable to new customers for the three and six months ended June 30, 2025, respectively.
Current wording
Revenue for the three months ended September 30, 2025 increased by $781 million, or 134%, compared to the three months ended September 30, 2024. Revenue for the nine months ended September 30, 2025 increased by $2.4 billion, or 205%, compared to the nine months ended September 30, 2024. This substantial growth was related to increased demand from both existing and new customer contracts and our ability to rapidly scale our operations, emphasizing the strength of our customer relationships and our ability to meet the evolving needs of the industry. Approximately 80% and 91% of the increase in revenue was attributable to expansion within our existing customer base and the remaining increase was attributable to new customers for the three and nine months ended September 30, 2025, respectively.
Previous wording
Cost of revenue for the three months ended June 30, 2025 increased by $204 million, or 187%, compared to the three months ended June 30, 2024. This increase was primarily attributable to higher costs directly related to running our data centers to support the significant increase in customer demand, driven by the successful deployment of new and expanded data centers, which resulted in an increase in rent expense of approximately $113 million, an increase in data center utilities and power spend of approximately $54 million. The increase is also attributable to an increase in depreciation and amortization related to power installation and distribution systems of approximately $15 million, and an increase in personnel costs of approximately $12 million, which includes headcount growth of employees directly associated with data centers and $2 million related to stock-based compensation expense.
Current wording
Cost of revenue for the three months ended September 30, 2025 increased by $226 million, or 158%, compared to the three months ended September 30, 2024. This increase was primarily attributable to higher costs directly related to running our data centers to support the significant increase in customer demand, driven by the successful deployment of new and expanded data centers, which resulted in an increase in rent expense of approximately $120 million, an increase in data center utilities and power spend of approximately $53 million. The increase is also attributable to an increase in depreciation and amortization related to data center infrastructure and leasehold improvements of approximately $23 million, and an increase in personnel costs of approximately $16 million, which includes headcount growth of employees directly associated with data centers and $3 million related to stock-based compensation expense.
Previous wording
Cost of revenue for the six months ended June 30, 2025 increased by $407 million, or 242%, compared to the six months ended June 30, 2024. This increase was primarily attributable to higher costs directly related to running our data centers to support the significant increase in customer demand, driven by the successful deployment of new and expanded data centers, which resulted in an increase in rent expense of approximately $234 million, an increase in data center utilities and power spend of approximately $106 million. The increase is also attributable to an increase in depreciation and amortization related to power installation and distribution systems of approximately $26 million, and an increase in personnel costs of approximately $24 million, which includes headcount growth of employees directly associated with data centers and $5 million related to stock-based compensation expense.
Current wording
Cost of revenue for the nine months ended September 30, 2025 increased by $633 million, or 203%, compared to the nine months ended September 30, 2024. This increase was primarily attributable to higher costs directly related to running our data centers to support the significant increase in customer demand, driven by the successful deployment of new and expanded data centers, which resulted in an increase in rent expense of approximately $341 million, an increase in data center utilities and power spend of approximately $166 million. The increase is also attributable to an increase in depreciation and amortization related to data center infrastructure and leasehold improvements of approximately $49 million, and an increase in personnel costs of approximately $40 million, which includes headcount growth of employees directly associated with data centers and $8 million related to stock-based compensation expense.
Previous wording
Technology and infrastructure expense for the three months ended June 30, 2025 increased by $487 million, or 266%, compared to the three months ended June 30, 2024. This increase was primarily attributable to an increase in depreciation and amortization of approximately $379 million, from $158 million for the three months ended June 30, 2024, to $537 million for the three months ended June 30, 2025. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our infrastructure, as well as an increase of approximately $76 million of personnel costs, of which $46 million related to stock-based compensation expense, and an increase of approximately $12 million of equipment support and software expenses.
Current wording
Technology and infrastructure expense for the three months ended September 30, 2025 increased by $462 million, or 162%, compared to the three months ended September 30, 2024. This increase was primarily attributable to an increase in depreciation and amortization of approximately $349 million, from $256 million for the three months ended September 30, 2024, to $605 million for the three months ended September 30, 2025. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our technology infrastructure, as well as an increase of approximately $90 million of personnel costs, of which $50 million related to stock-based compensation expense.
Previous wording
Technology and infrastructure expense for the six months ended June 30, 2025 increased by $956 million, or 347%, compared to the six months ended June 30, 2024. This increase was primarily attributable to an increase in depreciation and amortization of approximately $731 million, from $235 million for the six months ended June 30, 2024, to $966 million for the six months ended June 30, 2025. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our infrastructure, as well as an increase of approximately $159 million of personnel costs, of which $98 million related to stock-based compensation expense, and an increase of approximately $29 million of equipment support and software expenses.
Current wording
Technology and infrastructure expense for the nine months ended September 30, 2025 increased by $1.4 billion, or 253%, compared to the nine months ended September 30, 2024. This increase was primarily attributable to an increase in depreciation and amortization of approximately $1.1 billion, from $491 million for the nine months ended September 30, 2024, to $1.6 billion for the nine months ended September 30, 2025. These increases in depreciation and amortization were related to investments in our platform and servers, switches, and other networking equipment fixed assets within our technology infrastructure, as well as an increase of approximately $248 million of personnel costs, of which $148 million related to stock-based compensation expense.
Previous wording
Sales and marketing expense for the three months ended June 30, 2025 increased by $33 million, or 782%, compared to the three months ended June 30, 2024. This increase was primarily attributable to an increase of $14 million of advertising and sponsorship expenses and an increase of approximately $14 million in personnel costs, of which $8 million related to stock-based compensation expense.
Current wording
Sales and marketing expense for the three months ended September 30, 2025 increased by $40 million, or 880%, compared to the three months ended September 30, 2024. This increase was primarily attributable to an increase of approximately $20 million in personnel costs, of which $9 million related to stock-based compensation expense, and an increase of $13 million of advertising and sponsorship expenses.
Previous wording
Sales and marketing expense for the six months ended June 30, 2025 increased by $39 million, or 476%, compared to the six months ended June 30, 2024. This increase was primarily attributable to an increase of approximately $18 million in personnel costs, of which $10 million related to stock-based compensation expense, and an increase of $16 million of advertising and sponsorship expenses.
Current wording
Sales and marketing expense for the nine months ended September 30, 2025 increased by $79 million, or 620%, compared to the nine months ended September 30, 2024. This increase was primarily attributable to an increase of approximately $37 million in personnel costs, of which $19 million related to stock-based compensation expense, and an increase of $29 million of advertising and sponsorship expenses.
Previous wording
General and administrative expense for the three months ended June 30, 2025 increased by $152 million, or 701%, compared to the three months ended June 30, 2024. This increase was primarily attributable to an increase of approximately $104 million in personnel-related expenses, which includes headcount growth to support our expanding operations and $82 million related to stock-based compensation expense. Professional services expenses also increased by approximately $52 million, primarily from accounting, tax, legal, and advisory services necessary to support our growth and public company compliance activities.
Current wording
General and administrative expense for the three months ended September 30, 2025 increased by $118 million, or 352%, compared to the three months ended September 30, 2024. This increase was primarily attributable to an increase of approximately $97 million in personnel-related expenses, which includes headcount growth to support our expanding operations and $74 million related to stock-based compensation expense. Professional services expenses also increased by approximately $25 million, primarily from accounting, tax, legal, and advisory services necessary to support our growth, acquisitions and public company compliance activities.
Previous wording
General and administrative expense for the six months ended June 30, 2025 increased by $312 million, or 832%, compared to the six months ended June 30, 2024. This increase was primarily attributable to an increase of approximately $237 million in personnel-related expenses, which includes headcount growth to support our expanding operations and $201 million related to stock-based compensation expense. Professional services expenses also increased by approximately $79 million, primarily from accounting, tax, legal, and advisory services necessary to support our growth and public company compliance activities.
Current wording
General and administrative expense for the nine months ended September 30, 2025 increased by $430 million, or 605%, compared to the nine months ended September 30, 2024. This increase was primarily attributable to an increase of approximately $333 million in personnel-related expenses, which includes headcount growth to support our expanding operations and $275 million related to stock-based compensation expense. Professional services expenses also increased by approximately $104 million, primarily from accounting, tax, legal, and advisory services necessary to support our growth, acquisitions, and public company compliance activities.
Previous wording
Gain (loss) on fair value adjustments for the three months ended June 30, 2025 changed favorably by $310 million compared to the three months ended June 30, 2024. Gain (loss) on fair value adjustments for the six months ended June 30, 2025 changed favorably by $435 million compared to the six months ended June 30, 2024. These changes was driven by a relative decrease in the period in the valuation of derivatives and warrants tied to our common stock and redeemable convertible preferred stock within the periods presented. On March 21, 2025, we executed an amendment with the warrant holders to fix the exercise price, resulting in a final mark to market of the warrants and a reclassification of the final value of the warrants for common stock within additional paid-in capital, and therefore, there was no activity for the three months ended June 30, 2025.
Current wording
Gain (loss) on fair value adjustments for the three months ended September 30, 2025 changed favorably by $341 million compared to the three months ended September 30, 2024. Gain (loss) on fair value adjustments for the nine months ended September 30, 2025 changed favorably by $776 million compared to the nine months ended September 30, 2024. These changes were driven by a relative decrease in the period in the valuation of derivatives and warrants tied to our common stock and redeemable convertible preferred stock within the periods presented. On March 21, 2025, we executed an amendment with the warrant holders to fix the exercise price, resulting in a final mark to market of the warrants and a reclassification of the final value of the warrants for common stock within additional paid-in capital, and therefore, there was no activity for the three months ended September 30, 2025.
Previous wording
Interest expense, net for the three months ended June 30, 2025 increased by $200 million, or 300%, compared to the three months ended June 30, 2024. Interest expense, net for the six months ended June 30, 2025 increased by $423 million, or 394%, compared to the six months ended June 30, 2024. These increases were attributable to increased borrowing levels and total debt obligations.
Current wording
Interest expense, net for the three months ended September 30, 2025 increased by $206 million, or 198%, compared to the three months ended September 30, 2024. Interest expense, net for the nine months ended September 30, 2025 increased by $630 million, or 297%, compared to the nine months ended September 30, 2024. These increases were attributable to increased borrowing levels and total debt obligations.
Previous wording
Other income (expense), net for the six months ended June 30, 2025 changed by $(23) million compared to the six months ended June 30, 2024. This change was attributable to unfavorable foreign exchange losses of approximately $45 million partially offset by an increase in interest and investment income of approximately $13 million, and an increase of $11 million from the gain on the sale of warrants received as a lease incentive.
Current wording
Other income, net for the three months ended September 30, 2025 changed favorably by $12 million, or 114%, compared to the three months ended September 30, 2024. This change was attributable to net unrealized gains on fair value adjustments related to our strategic investments of $12 million and an increase in interest and investment income of approximately $9 million, partially offset by an unfavorable foreign exchange loss of $5 million.
Previous wording
Other income (expense), net for the three months ended June 30, 2025 changed by $(11) million compared to the three months ended June 30, 2024. This change was attributable to unfavorable foreign exchange losses of approximately $25 million, partially offset by an increase of $11 million from the gain on the sale of warrants received as a lease incentive, and an increase in interest and investment income of approximately $5 million.
Current wording
Other income, net for the nine months ended September 30, 2025 changed unfavorably by $11 million, or 33%, compared to the nine months ended September 30, 2024. This change was attributable to unfavorable foreign exchange losses of approximately $51 million, partially offset by an increase of $23 million from net unrealized gains on fair value adjustment related to our strategic investments and an increase in interest and investment income of approximately $22 million.
Previous wording
We have generated significant losses from operations, as reflected in our accumulated deficit of $2.1 billion as of June 30, 2025. Additionally, we have generated significant negative cash flows from investing activities as we continue to support the growth of our CoreWeave Cloud Platform. We anticipate making significant investments for the foreseeable future, including in our infrastructure and go-to-market capabilities, to maintain our leadership and position us to continue to capitalize on the AI revolution.
Current wording
We have generated significant losses from operations, as reflected in our accumulated deficit of $2.2 billion as of September 30, 2025. Additionally, we have generated significant negative cash flows from investing activities as we continue to support the growth of our CoreWeave Cloud Platform. We anticipate making significant investments for the foreseeable future, including in our infrastructure and go-to-market capabilities, to maintain our leadership and position us to continue to capitalize on the AI revolution.
Previous wording
Our non-cancellable commitments are disclosed in Note 8—Leases, Note 9—Commitments and Contingencies, and Note 10—Debt to our unaudited condensed consolidated financial statements for the three and six months ended June 30, 2025 and 2024 included elsewhere in this Quarterly Report on Form 10-Q.
Current wording
Our non-cancellable commitments are disclosed in Note 8—Leases, Note 9—Commitments and Contingencies, and Note 10—Debt to our unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2025 and 2024 included elsewhere in this Quarterly Report on Form 10-Q.
Previous wording
We believe our existing balance of cash and cash equivalents and short-term investments, in addition to amounts available for borrowing under our various debt agreements, will be sufficient to meet our obligations due or anticipated to be due within one year from the date of this Quarterly Report on Form 10-Q, including operating expenses, working capital, and current commitments for capital expenditures. Our future capital requirements may depend on many factors, including those set forth in the section of this Quarterly Report on Form 10-Q entitled “Risk Factors.” We anticipate that future investments may require significant debt and/or equity financing. The sale of additional equity would result in dilution to our stockholders. The incurrence of additional debt would result in debt service obligations, and the instruments governing such debt could provide for operational and/or financial covenants that further restrict our operations. There can be no assurances that we will be able to raise additional capital on favorable terms or at all. The inability to raise capital could adversely affect our ability to achieve our business objectives.
Current wording
We believe our existing balance of cash and cash equivalents and marketable securities, in addition to amounts available for borrowing under our various debt agreements, will be sufficient to meet our obligations due or anticipated to be due within one year from the date of this Quarterly Report on Form 10-Q, including operating expenses, working capital, and current commitments for capital expenditures. Our future capital requirements may depend on many factors, including those set forth in the section of this Quarterly Report on Form 10-Q entitled "Risk Factors." We anticipate that future investments may require significant debt and/or equity financing. The sale of additional equity would result in dilution to our stockholders. The incurrence of additional debt would result in debt service obligations, and the instruments governing such debt could provide for operational and/or financial covenants that further restrict our operations. There can be no assurances that we will be able to raise additional capital on favorable terms or at all. The inability to raise capital could adversely affect our ability to achieve our business objectives.
Previous wording
On June 21, 2024, we entered into the Revolving Credit Facility with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, the guarantors party thereto, and the lenders and issuing banks party thereto (as amended, the "Revolving Credit Facility"). The Revolving Credit Facility matures on June 21, 2027. On October 7, 2024, the credit agreement was amended to provide for a $650 million senior revolving credit facility consisting of (i) a $500 million secured facility and (ii) a $150 million unsecured facility. On December 2, 2024, the Revolving Credit Facility was further amended to provide for the $650 million senior revolving credit facility to be fully secured. On May 2, 2025, the Revolving Credit Facility Agreement was further amended to increase the commitments thereunder to $1.5 billion, with a $350 million letter of credit sub-facility. Our Revolving Credit Facility may be increased by the sum of $500 million plus an unlimited amount that does not result in our total net leverage ratio exceeding 6.00x or our secured net leverage ratio exceeding 4.00x, pursuant to the exercise of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The proceeds of our Revolving Credit Facility may be used for working capital and general corporate purposes (including the financing of acquisitions and investments). As of June 30, 2025, we had drawn $450 million, had $11 million of issued outstanding letters of credit, and had $1.0 billion of remaining capacity on the Revolving Credit Facility.
Current wording
On June 21, 2024, we entered into the Revolving Credit Facility with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent, the guarantors party thereto, and the lenders and issuing banks party thereto (as amended, the "Revolving Credit Facility"). The Revolving Credit Facility matures on June 21, 2027. On October 7, 2024, the credit agreement was amended to provide for a $650 million senior revolving credit facility consisting of (i) a $500 million secured facility and (ii) a $150 million unsecured facility. On December 2, 2024, the Revolving Credit Facility was further amended to provide for the $650 million senior revolving credit facility to be fully secured. On May 2, 2025, the Revolving Credit Facility Agreement was further amended to increase the commitments thereunder to $1.5 billion, with a $350 million letter of credit sub-facility. Our Revolving Credit Facility may be increased by the sum of $500 million plus an unlimited amount that does not result in our total net leverage ratio exceeding 6.00x or our secured net leverage ratio exceeding 4.00x, pursuant to the exercise of an uncommitted accordion feature through which existing and new lenders may, at their option, agree to provide additional financing. The proceeds of our Revolving Credit Facility may be used for working capital and general corporate purposes (including the financing of acquisitions and investments). As of September 30, 2025, we had an outstanding balance of $700 million and had $800 million of remaining capacity on the Revolving Credit Facility. There was no outstanding balance associated with the letter of credit.
Previous wording
On May 15, 2024, the interest rate was modified to term SOFR plus 9.62% or the alternative base rate plus 8.62%. The principal amount of the loans is required to be repaid in quarterly installments, with the final balloon payment due on March 29, 2028. The loans are prepayable at any time, from time to time, at our option, and are required to be prepaid upon the occurrence of an event of default or change of control of us, or with the proceeds of certain asset dispositions or incurrences of indebtedness. If the loans are prepaid prior to the fourth anniversary of the loan commitment termination date, in addition to principal and accrued interest, we are required to pay an applicable premium equal to (a) with respect to prepayments made prior to the third anniversary of the loan commitment termination date, an amount equal to the present value of future interest payments that would have accrued on the principal amount of the loans being prepaid through the third anniversary of the loan commitment termination date based on the interest rate in effect plus 1.00% of the principal amount of the loans being prepaid and (b) with respect to prepayments made between the third and fourth anniversary of the loan commitment termination date, an amount equal to 1.00% of the principal amount of the loans being prepaid.
Current wording
On May 15, 2024, the interest rate was modified to term SOFR plus 9.62% or the alternative base rate plus 8.62%. The principal amount of the loans is required to be repaid in quarterly installments, with the final payment due on March 29, 2028. The loans are prepayable at any time, from time to time, at our option, and are required to be prepaid upon the occurrence of an event of default or change of control of us, or with the proceeds of certain asset dispositions or incurrences of indebtedness. If the loans are prepaid prior to the fourth anniversary of the loan commitment termination date, in addition to principal and accrued interest, we are required to pay an applicable premium equal to (a) with respect to prepayments made prior to the third anniversary of the loan commitment termination date, an amount equal to the present value of future interest payments that would have accrued on the principal amount of the loans being prepaid through the third anniversary of the loan commitment termination date based on the interest rate in effect plus 1.00% of the principal amount of the loans being prepaid and (b) with respect to prepayments made between the third and fourth anniversary of the loan commitment termination date, an amount equal to 1.00% of the principal amount of the loans being prepaid.
Previous wording
As of June 30, 2025 and December 31, 2024, we had $1.8 billion and $2.0 billion outstanding, respectively, under the DDTL 1.0 Facility.
Current wording
As of September 30, 2025 and December 31, 2024, we had $1.7 billion and $2.0 billion outstanding, respectively, under the DDTL 1.0 Facility.
Previous wording
The principal amount of the loans is required to be repaid in quarterly installments, beginning in January 2026, with the final balloon payment due five years after the applicable loan was funded. The loans are prepayable at any time, from time to time, at our option, and are required to be prepaid upon the occurrence of an event of default or change of control of us, or with the proceeds of certain asset dispositions or incurrences of indebtedness. If the loans are prepaid prior to the 30-month anniversary of the loan commitment termination date, in addition to principal and accrued interest, we are required to pay an applicable premium equal to the present value of future interest payments that would have accrued on the principal amount of the loans being prepaid through the 30-month anniversary of the loan commitment termination date based on the interest rate in effect.
Current wording
The principal amount of the loans is required to be repaid in quarterly installments, beginning in January 2026, with the final payment due five years after the applicable loan was funded. The loans are prepayable at any time, from time to time, at our option, and are required to be prepaid upon the occurrence of an event of default or change of control of us, or with the proceeds of certain asset dispositions or incurrences of indebtedness. If the loans are prepaid prior to the 30-month anniversary of the loan commitment termination date, in addition to principal and accrued interest, we are required to pay an applicable premium equal to the present value of future interest payments that would have accrued on the principal amount of the loans being prepaid through the 30-month anniversary of the loan commitment termination date based on the interest rate in effect.
Previous wording
As of June 30, 2025 and December 31, 2024, we had borrowed $5.0 billion and $3.8 billion, respectively, against the DDTL 2.0 Facility and $2.6 billion and $3.8 billion, respectively, remained available for borrowing.
Current wording
As of September 30, 2025 and December 31, 2024, we had outstanding borrowings of $5.0 billion and $3.8 billion, respectively, under the DDTL 2.0 Facility. As of September 30, 2025, no additional borrowing capacity remained under the facility, compared to $3.8 billion, of available capacity as of December 31, 2024.
Previous wording
In May 2025, we issued $2.0 billion in aggregate principal amount of senior notes due 2030 (the "2030 Senior Notes") in a private placement offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The 2030 Senior Notes were issued pursuant to an indenture, dated as of May 27, 2025 (the "Indenture"). The proceeds from the issuance of the 2030 Senior Notes were retained for general corporate purchases. In conjunction with the issuance of the 2030 Senior Notes, we capitalized $37 million in debt issuance costs.
Current wording
In May 2025, we issued $2.0 billion in aggregate principal amount of senior notes due 2030 (the "2030 Senior Notes") in a private placement offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. The 2030 Senior Notes were issued pursuant to an indenture, dated as of May 27, 2025. The proceeds from the issuance of the 2030 Senior Notes were retained for general corporate purchases. In conjunction with the issuance of the 2030 Senior Notes, we capitalized $37 million in debt issuance costs.
Previous wording
In July 2025, we closed a private placement of $1.8 billion aggregate principal amount of its 9% Senior Notes due 2031 (the "2031 Senior Notes"). We intend to use the proceeds for general corporate purposes. The 2031 Senior Notes and related guarantees were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons pursuant to Regulation S under the Securities Act.
Current wording
In July 2025, we closed a private placement of $1.8 billion aggregate principal amount of its 9% Senior Notes due 2031 (the "2031 Senior Notes"). We intend to use the proceeds for general corporate purposes. The 2031 Senior Notes and related guarantees were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to non-U.S. persons pursuant to Regulation S under the Securities Act. In conjunction with the issuance of the 2031 Senior Notes, we capitalized $31 million in debt issuance costs.
Previous wording
Net cash provided by (used in) operating activities was $(190) million for the six months ended June 30, 2025 as compared to net cash provided by operating activities of $1.9 billion for the six months ended June 30, 2024. The decrease was driven by an increase in accounts receivable, decrease in accounts payable and accrued expenses, and fewer committed contracts from new customer contracts involving upfront payments.
Current wording
Net cash provided by operating activities was $1.5 billion for the nine months ended September 30, 2025 as compared to net cash provided by operating activities of $2.6 billion for the nine months ended September 30, 2024. The decrease was driven by an increase in accounts receivable and fewer committed contracts from new customer contracts involving upfront payments.
Previous wording
Net cash used in investing activities was $3.9 billion for the six months ended June 30, 2025, as compared to $4.0 billion for the six months ended June 30, 2024. The decrease was driven by relatively lower capital investments in our infrastructure, including our GPU fleet, networking equipment, servers, switches and other necessary equipment for infrastructure asset security compared to the six months ended June 30, 2024.
Current wording
Net cash used in investing activities was $6.3 billion for the nine months ended September 30, 2025, as compared to $5.2 billion for the nine months ended September 30, 2024. The increase was driven by higher capital investments in our infrastructure, including our GPU fleet, networking equipment, servers, switches and other necessary equipment for infrastructure asset security compared to the nine months ended September 30, 2024.
Previous wording
Net cash provided by financing activities was $4.1 billion for the six months ended June 30, 2025, as compared to $2.9 billion for the six months ended June 30, 2024. The increase was driven by the issuance of debt and proceeds from our initial public offering. The increase was partially offset by higher payments on long-term debt.
Current wording
Net cash provided by financing activities was $5.8 billion for the nine months ended September 30, 2025, as compared to $4.1 billion for the nine months ended September 30, 2024. The increase was driven by the issuance of debt and proceeds from our IPO. The increase was partially offset by higher payments on long-term debt.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
The 2031 Senior Notes are unsecured obligations. The 2031 Senior Notes will mature on February 1, 2031 and bear interest at a rate of 9.00% per annum, payable semi-annually in cash in arrears on February 1 and August 1, of each year beginning on February 1, 2026.
Current report — wording carried from elsewhere
We may redeem all or a portion of the 2031 Senior Notes at any time prior to February 1, 2028 at a redemption price up to 100% of the aggregate principal amount, plus accrued and unpaid interest and a "make-whole" premium as provided in the indenture. At any time prior to February 1, 2028, up to 40% of the aggregate principal amount of the 2031 Senior Notes may be redeemed with the net cash proceeds from certain equity offerings, at the redemption price specified in the indenture.
Current report — wording carried from elsewhere
The 2031 Senior Notes include customary terms and covenants, including certain events of default, after which the 2031 Senior Notes may be due and payable immediately. In addition, if we experience certain change of control events, as described in the indenture, we will be required to make an offer to repurchase some or all of the 2031 Senior Notes at a price equal to 101% of the principal amount of the 2031 Senior Notes to be repurchased plus accrued and unpaid interest.