S&P Global Ratings on Thursday revised its outlook for CoreWeave Inc. to positive from stable and affirmed the company’s B+ issuer credit rating.
In the same action, S&P assigned a B rating to CoreWeave’s proposed $1.25 billion of senior unsecured notes due in 2031 and to its existing senior notes, and attached a recovery rating of 5 to those obligations, which S&P defines as implying recoveries in the 10% to 30% range in a default.
CoreWeave, a New Jersey-based provider of AI infrastructure, is proposing a pair of new issuances: $1.25 billion in unsecured notes due 2031 and $3 billion of convertible notes due 2032. S&P noted that it is not assigning a rating to the convertible notes.
The ratings agency cited the company’s rapid top-line growth in 2025. CoreWeave’s revenue rose 168% to $5.13 billion that year, a surge S&P attributed to take-or-pay contracts and an expansion of data center capacity. At the end of 2025 the company reported roughly 850 megawatts of active power and about 3.1 gigawatts of contracted capacity.
During 2025 CoreWeave signed multiyear agreements with major AI customers, including OpenAI, NVIDIA and Meta. Those deals pushed the company’s remaining performance obligations to $60.7 billion and grew its revenue backlog to $66.8 billion at year-end 2025, up from $15.1 billion a year earlier.
Profitability and cash-flow metrics presented a mixed picture. S&P-adjusted EBITDA margin narrowed to 74.9% in 2025 from 78.7% in 2024. CoreWeave recorded an approximate $7.2 billion free cash flow deficit for 2025, which S&P said was funded mainly with debt. As a result, S&P-adjusted debt climbed to about $29.9 billion in 2025 from $10.6 billion in 2024.
The agency also highlighted a $2 billion equity investment by NVIDIA in January, which nearly doubled NVIDIA’s ownership stake in CoreWeave. That investment, S&P noted, includes preferential access to next-generation GPUs and integration of CoreWeave software into NVIDIA reference architectures.
S&P observed that CoreWeave reduced concentration risk in its backlog over the prior year, lowering the share attributable to its largest customer from 85% to around 35% through recent contract wins. The company expects to exit 2026 with more than 1.7 gigawatts of active power capacity.
The revised positive outlook signals the potential for an upgrade to BB- or higher, but S&P specified conditions for such an action. CoreWeave would need to remediate material weaknesses in its internal controls by the end of 2026 and achieve funds from operations to debt above 12% along with cash flow from operations to debt above 10%.
Context and implications
The ratings action captures a company that has materially expanded its revenue base and contractual backlog while simultaneously increasing leverage to fund growth. S&P’s approach links an eventual upgrade to both governance improvements and specified cash-flow-to-debt metrics.