What does CoreWeave’s IPO say about the market?
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It is a difficult moment to set sail on the initial public offering market. There was a pretty serious correction in U.S. stocks earlier this year that hit tech stocks the hardest of all. None of this is discouraging the good ship CoreWeave, a tech company that in theory is meant to start trading tomorrow, Friday, Saturday.

This is Unhedged, the markets and finance podcast from the Financial Times and Pushkin. I am joined today in the studio by Lex editor, John Foley. Hi, John. Hi, Rob. It's a delight. And down the line from his linen closet in London, we are joined by swivel-eyed conspiracy theorist, Rob Smith.

Thanks for that, Rob. My job title for listeners is corporate finance editor of the Financial Times. But yeah, you're not a conspiracy theorist. Six of one, half a dozen of the other, I say. You're not a conspiracy theorist if they're all out to get you. That's the old phrase case. John, will you start us off by just explaining to our listeners what this company does? What Coalweave does. Yes. Coalweave. I thought it was a kind of men's baldness company.

Treatment. Or like some kind of textile fashion brand. Sleeveless gilets. But it's not, is it? Investment bankers, no. What it is is effectively a giant heap of NVIDIA chips. So you know these chips that everyone is using for AI to train their algorithms and to...

Answer our questions. Yeah, yeah. Draw pictures. Inference, as it's known. So that all relies on these NVIDIA chips. These chips are quite hard to come by. They're quite expensive. CoreWeave basically takes a bunch of NVIDIA chips directly from NVIDIA, packages them up in data centers, and rents that capacity to companies that want to do AI stuff. Primarily, as I'm sure we'll discuss, Microsoft OpenAI products.

And that's what it is. It's an AI capacity rental company. And if I'm right, and Rob Smith, I think you might've written a little bit about this. This used to be a cryptocurrency miner. Is that correct? Is that where this came from? Yeah. So the founders of this business are a bunch of traders. So they're not the typical sort of tech founders. They're not coders, those kind of people. I think they worked at a gas futures hedge fund.

And they originally set up CoreWeave as a Bitcoin miner. I think it was called Atlantic Crypto Corporation at the beginning. And then it kept pivoting. So it pivoted to, I think it was like 3D video rendering in one of the first crypto crashes.

And then it started adding, oh, we do machine learning. And then because it had a bunch of these NVIDIA GPUs, which became like gold dust, right? Everyone was trying to get their hands on it. It became a GPU cloud, an AI hyperscaler. It started renting out this stash of GPUs to these sort of data hungry big tech companies to run these LLMs and everything else that has evolved.

Change the world in the past few years. Well, it's interesting that the business Had its start with a bunch of commodity traders Because it seems to me that the first question I would ask about a business like this is whether it is a commodity business in other words You buy a bunch of stuff from someone else and then you rent that stuff to other people

That sounds on the face of it to me like a kind of low margin business where you are eking out a margin because of differences in the timing of needs of different parties, different finance costs between different parties. In other words, it doesn't sound terribly low barrier to entry.

Am I barking up the wrong tree? That's definitely a part of it. They're not literally just shipping raw chips out to their rental customers though. So there is a bit of value add around that, which is creating data centers and supplying them with power and all that kind of stuff. And there's a software layer as well. Right. Cloud companies like to tell you that their value add is through software, which is in some cases true. But fundamentally, yeah. This started with a commodity-like trade, which is GPUs, hard to get...

Lots of people want them. We can join the dots between A and B. Do we have a sense of the margins or the returns this company is earning?

At this point, I can see from the S-1, the IPO filing document, that revenue is growing extremely fast. Yeah, I mean, a big part of the debate around Corweave has been on the metrics they present. And I understand, I'm reading this from New Street Research. Corweave presents a 75% gross margin rate.

But apparently they strip infrastructure depreciation outside of that, which is huge. So New Street Research sort of put them on blast and said this was misleading. And they backed out the actual margin at more like 45%. And of course, the reason I should say just for our normal listeners at home, the reason depreciation is so important.

in an asset heavy business is because the depreciation line is where the expense of buying all this stuff shows up. Depreciation is you have a big one time asset cost and you spread the cost of buying it over time. And the depreciation line is where that cost is spread to as it were. So in a business that is buying and renting out assets, you would

At least on first blush, you'd want to include depreciation in your estimate of the company's profitability. So I am not here to be the advocate for Corweave. I think there are some very odd things about this IPO. One thing that you can say for them, because they do obviously report their depreciation, not in their cost of revenue, but they report it in the operating expenses, which is the normal way to report it. Corweave is actually profitable on an operating profit basis.

even when you take out the stock-based compensation that most companies ignore when they tell you about their adjusted operating profit. Good for them. In fairness to Corweave, unlike most tech IPOs and most tech companies that we look at, this one is actually profitable on an operating basis, right? Now, the challenge, as I'm sure we will also discuss, is that there is a financing element to Corweave's business. It pays a lot of interest to

And if you start thinking about that too, then profit kind of quickly dwindles. But again, in an asset heavy business like this, isn't your cost of finance

an absolutely crucial part of the profitability of your business. You can't not pay your interest, that's for sure. If you think of this as a financial business, as a business that has a cost of capital on the one side and a return on capital on the other, you don't want to leave out the finance. Right. Cost, that cost of capital. It's a big deal. Rob, what can you tell us about the debt structure of this company?

It's Gargantuan and Labyrinthine. So that was how I was kind of brought into this story. So my colleague Tabby Kinder said,

who's our San Francisco sort of beat reporter has been doing amazing work on this. And Tabby's like no slouch when it comes to understanding complex financial structures. But she called me, you know, a week or so ago and was like, Rob, can you just take a look at this? Cause it's hurting my head. And then I took a look at it and it hurt my head. And then, um, we've read some articles, um, which were very factual, but cause a lot of grief. Um,

And the reason we call this a lot of grief is because we did some adding up of numbers.

Which is something companies don't like journalists doing. No, they certainly don't. Not in my experience. No. And we basically found out that Corweave has to repay seven and a half billion bucks of debt obligations by the end of next year. So kind of over the next two years, which is a monumental number. Did Corweave or its financiers come back?

After you wrote that it had this huge mountain of debt to pay back in the relatively near term? No, there was no on the record statements or denials. And I would have been surprised if the work, it was just simple addition of numbers. Okay. I want to come back to the kind of financial structure of this company.

But I want to deal with the revenue question first. If I'm reading the documents from the company and what I've read in the FT correctly, this company borrows at a fairly high interest rate, double digit interest rate. It buys a lot of assets. That debt has to be serviced.

What is the revenue picture of this company look like? Its revenue trajectory? I know it made tremendous amount more money in 2024 than it did in 2023. But what do we kind of know about the earnings power of this business in the context of having to pay back this mountain of debt?

It's a great question. I mean, they have huge obligations, future interest payments, as you say, and also CapEx, they need to buy more chips. What you can say for the company is that its revenue is growing very quickly. It's something like 700% in a year. They're trying to mitigate that risk by signing customers up for longish term contracts. Long is a very subjective term here, but they're signing customers up for kind of four, five-year contracts.

where Microsoft and now OpenAI pledge to pay a certain amount over a certain number of years. So there is cash flow coming in from those contracts, and it's not small. Yes. They have like $15 billion already signed up at the end of last year. They've just added $12 billion from OpenAI. So provided those contracts are honored, then there is money coming in. Well, let's first talk about

the companies they're contracting with, and then we'll talk about the durability of the contract, say. One issue that has been raised by the FTN and a lot of other places is that this company is very dependent on a small number of customers. Is that a deep concern? I mean, if I was going to be dependent on one company in the world, I'd want it to be Microsoft.

Probably. Is this something that gives you pause? So that's the question. It's who is the customer? Being dependent on a customer can be good or bad depending on who that customer is. So what we've seen in a lot of data center related financings, deals with hedge funds and private equity firms to build data centers, is that some customers of those data centers are treated almost like sovereign credit. Microsoft is one. Microsoft is a AAA rated credit. It's unlikely that Microsoft won't be around to pay its debt.

So in that sense, Microsoft...

is not a huge concern when it comes to honoring the contracts it's already signed. Not a huge concern. It's not no concern. It's not a huge concern when it comes to honoring the contracts that's already signed. Does that mean Microsoft will want new contracts that come after 2030? Who knows? That depends on what Microsoft's own AI goals are at that time. And don't forget that if you're buying shares in a company today, you kind of hope that it's got a plan for after 2030. Five years goes by very quickly. This is not a company that is kind of used once and destroyed by 2030. So

In terms of the counterparty risk for Microsoft, that's relatively low. Now, things get a bit complicated. If you say we want you to diversify your customer base, Colweave says, great, here's a new contract with OpenAI. Is OpenAI like a sovereign credit? I would say no.

Would you rely on open AI to service its debts in the way you would have Microsoft? Almost certainly not. So by diversifying, they've also diversified their counterparty risk. I'm glad you mentioned Microsoft's sterling credit rating because this is one of the biggest questions I had about this company. And I put this question to both of you.

"Microsoft can borrow money at a price that is almost like the price the US government pays. I mean, they pay nothing, right? A spread of roughly nothing over treasuries. But they are renting assets from a company that has to borrow at a very high rate.

to finance those assets. So it seems that by renting from CoreWeave, Microsoft has added a huge amount of unnecessary financing costs to the whole ecosystem. In other words, why don't they just buy the darn GPUs

finance them at 4% and use them when it needs them. Rob Smith, any thoughts? Yeah. Well, I think you've got, again, it goes back to like thinking about this in terms of capital structure and debt it's because it's off balance sheet for them. Right. For Microsoft or for. Yeah. Core weaves like an off balance sheet structure for them. Right. Where, I mean, there's 60% of this company's revenues, right? Like they're kind of the gorilla in the room behind this.

And by doing this, they can keep some of this capex over there and have some optionality around it and not show up on its balance sheet, right? And they're smart people. They're always tinkering with things.

They obviously see some value in doing this and having not just themselves building everything, buying everything, just putting some stuff over there and doing it over there and renting it. But optionality is just the point. I'm sorry to interrupt, but optionality is just the point. If they have optionality, right, that...

raises again the question of the sustainability of these contractual relationships. The point of renting something is that if you don't need it anymore, you can stop paying the rent.

Right. Isn't that a good point?

Why would it care whether this stuff is on its balance sheet or not? It's impossible to imagine that investors or creditors of Microsoft would be concerned by this tiny addition to its balance sheet. So if you don't like the off-balance sheet theory, John, it's incumbent upon you to give us another theory. Well, so here's a theory. Okay. Here's a theory, and it is only a theory. Yes. Based on some observations of how the market is working at the moment. So NVIDIA chips are in high demand right now.

rightly or wrongly, people think that there's no such thing as too many of them. It's hard to get as much supply as you want. So NVIDIA unusually has some say over who gets its chips. Now, NVIDIA would argue strenuously that it does not play customers off against one another. And we've had no evidence from customers that they feel like they get played off one against the other. If I were NVIDIA, let's put it that way. If I were NVIDIA,

I might say to myself, I don't really want to be beholden to one customer. Why should Microsoft get more chips when I can instead encourage them to rent chips from this third party that diversifies my customer base? But let me just ask you one question. I thought everybody was buying.

Nvidia's chips. Meta, Google, Amazon, everybody. Why is Nvidia's revenue line so dominated by Microsoft and not any of the other so-called hyper-summers? They're all huge customers, of course. You say Microsoft is just a very big customer. Just the biggest. Yeah, yeah. Amazon, Google, Alphabet are also trying to make their own chips. They're also trying to create alternatives to Nvidia at the margins.

But Microsoft is just a very big company, it's got a very big cloud business, it's a big customer. There's no suggestion that Nvidia... As in, I'm not saying that this is what happened, but if I were Nvidia, I might try and seek ways to diversify my own customer base. Because as we're talking about with CoreWeave, reliance on one customer is a risky thing. Just this morning, we've had two pieces of news about the CoreWeave IPO in the pages of the Financial Times.

Both the size and the valuation of the IPO have been cut. And second, Nvidia is putting several tens or even hundreds of millions of dollars of its own money into the IPO. Gentlemen, what do we think about these two facts?

Well, I mean, it shows that the demand is not there from the market and NVIDIA, which is as well as being the supplier of chips to CoreWeave and having a current 6% equity stake is

It's also believed to be Corweave's second biggest customer, by the way, if we're talking about complexity. You know, this very much feels like NVIDIA having to come in to prop up an IPO which can't fail. This is like this IPO has to happen. And NVIDIA, for what is like a rounding error in its quarterly cash flow, is putting some of that in to help Corweave.

Now, you have to explain something to me, Rob, because I am a simple man. NVIDIA is a company that makes GPUs. It is also the customer of a company that buys its own GPUs and rents them to other people. Yeah. Why would NVIDIA need to rent its own chips back from CoreWeave?

I do not know. And we say believe to be. We don't know. Well, so to unpack that, we know that Nvidia is a customer. Basically, CoreWeave gave some disclosure about its customers. It disclosed who its biggest customer was, and that was clear it was Microsoft because it tallied with the size of the contract.

It's second biggest customer. You can kind of work out from the maths that it must be an NVIDIA given like some disclosure around NVIDIA's contracts basically. So we know NVIDIA's a customer and it is strongly implied that they're the second biggest customer. And yes, it breaks my brain too. I do not understand it. I'm not going to lie to your listeners and pretend I understand it. Final question. It seems to me

This business, despite the kind of highways and byways we've taken listeners down in this podcast, the basic structure of this business is actually quite simple. And what I mean by that is this. It is a leveraged play on demand for GPU processing capacity. It acquires financing at a cost, buys that capacity, and rents it to other people.

And the success or failure of the company depends on how strong demand is for that capacity and how price for that capacity holds up over time. Do we know anything about how that demand is going? What you've just said is exactly the story really with CoreWeave, right? There are some very odd quirks to it, but fundamentally...

CoreWeave is good or bad based on will people pay to use GPUs 5, 10, 15 years from now at the price that makes a profit for CoreWeave. Do we know the answer? Of course we don't know the answer. That question is holding up the valuations of all kinds of companies right now, including NVIDIA. Rob, final word? Yeah, I mean, I think John's hit upon the uncertainty in sort of the earnings outlook, shall we say. Yeah.

But I think added to that, you just have the capital structure. When you run a lot of leverage, you have less room for error and uncertainty. So I think you layer all of that on top of what John just said, and it makes that uncertainty like even scarier, potentially even scarier. If I can say, Rob, also the thing about the thing about IPOs, right?

The thing about IPOs, the IPOs are risky because they're a company with no track record as a listed company coming to market. The more weirdnesses you layer on top of that, the more you should be worried. Like IPOs are inherently a risky thing. So every single thing that we tick through, every...

oddment in their filing is a reason to be more cautious of this company. Like, why would you go to market when not only are you untested and new, but you're also stocked to the rafters with these weird quirks that it's very difficult to price in? Listeners, we'll be back after a short break.

We're going to find out new information after the fact. So sometimes it may not be that you learn new facts that you wish you kind of had known before. So as we learn those new facts, we now get into this new problem, which is do I want to stop the thing that I started? To learn more about managing risk and making decisions amid uncertainty, subscribe to P. Jim's The Outthinking Investor in your favorite podcast app. Listeners, welcome back.

This is long and short, which is the portion of the show where we go long things we like and we go short things that we do not like.

What I am short and I do not like today is auto tariffs, as announced by the president yesterday. I do not think this is going to go the way the president thinks it is going to go and that there is going to be collateral damage along the way. And we're going to find out unpleasant facts about auto supply chains we didn't know before. Rob Smith, do you have a long or a short for us?

So I'm going short Blackstone. Blackstone is Corweave's biggest lender. And as we've reported this week, we were the first to spot this. Corweave defaulted, it was a technical default, but still a default on a $7.6 billion facility, a loan facility. Now why that matters to Blackstone? This was Blackstone's largest ever single loan commitment in its history. So Blackstone committed the majority of that.

And it defaulted, you know, a couple of quarters out due to breaching terms. This is one of the largest private credit loans ever. And this might give you an insight into some of the underwriting standards that are going on.

the supposed Rolls Royce of the private capital market. And I'm not doing this Blackstone specific, but it's a window into what is happening into this market, which is often quite opaque. John, do you have a long or a short? Make it fast because Rob Smith just did a whole other story for us. It's a long short. It's very long-winded short. This is a short long. Okay, a short long. Give it to us. So your point about car tariffs, I would go long Ferrari because the Ferrari is a huge...

exporter of cars to the US and its cars very expensive its buyers I don't think care about the price going up and I would argue that maybe Ferrari is a Veblen good such that when the price goes up people want it even more listeners we will be back in your feed next week until then stay sharp

Unhedged is produced by Jake Harper and edited by Bryant Erstadt. Our executive producer is Jacob Goldstein. We had additional help from Topher Forges. Cheryl Brumley is the FT's global head of audio. Special thanks to Laura Clark, Alistair Mackey, Greta Cohn, and Natalie Sadler. FT Premium subscribers can get the Unhedged newsletter for free. A 30-day free trial is available to everyone else. Just go to ft.com slash unhedged offer.

I'm Rob Armstrong. Thanks for listening.