알파벳, AI 인프라 및 컴퓨트 확장을 위한 800억 달러 규모 주식 자본 조달 계획 발표

Alphabet

Announces

Proposed

$80

Billion

Equity

Capital

Raise

to

Expand

AI

Infrastructure

and

Compute

Includes

agreement

by

Berkshire

Hathaway

to

invest

$10

Billion

in

Alphabet

in

a

private

placement

MOUNTAIN

VIEW,

Calif.

–

June

1,

2026

–

Alphabet

Inc.

(NASDAQ:

GOOG,

GOOGL)

today

announced

equity

offerings

totaling

$80

billion,

in

expected

aggregate

amount,

as

part

of

its

plan

to

fund

investments

in

its

world-class

AI

compute

infrastructure

to

meet

its

unprecedented

customer

demand.


Offerings

These

offerings

consist

of:

Proposed

Offerings

●

Concurrent

underwritten

offerings
:

$30

billion

underwritten

public

offerings,

consisting

of:

$15

billion

in

depositary

shares

representing

mandatory

convertible

preferred

stock;

and

$15

billion

in

Class

A

Common

Stock

and

Class

C

Capital

Stock;

and


●

At-the-market

offering
:

$40

billion

at-the-market,

or

ATM,

offering

program

for

Class

A

Common

Stock

and

Class

C

Capital

Stock

over

time,

expected

to

begin

in

Q3

2026.

Private

Placement

In

addition,

Alphabet

has

reached

an

agreement

to

sell

$10

billion

of

stock

to

Berkshire

Hathaway

Inc.

in

a

private

placement,

comprised

of

$5

billion

in

Class

A

Common

Stock

at

a

price

of

$351.81

per

share

and

$5

billion

in

Class

C

Capital

Stock

at

a

price

of

$348.20

per

share.

This

investment

by

Berkshire

Hathaway

adds

to

the

position

it

has

built

since

Q3

2025.


Use

of

Proceeds


Alphabet

intends

to

use

the

net

proceeds

from

the

concurrent

underwritten

public

offerings

and

the

concurrent

private

placement

for

general

corporate

purposes,

including

capital

expenditures

to

scale

AI

infrastructure

and

global

compute.

A

portion

of

the

net

proceeds

from

the

depositary

share

offerings,

specifically,

will

be

used

to

pay

the

cost

of

the

related

capped

call

transactions

described

below.

Alphabet

intends

to

use

the

net

proceeds

from

the

ATM

program

primarily

to

facilitate,

for

a

period

of

time,

an

administrative

change

to

how

it

meets

tax

obligations

associated

with

vesting

of

employee

equity

awards.

The

company

expects

approximately

$30

billion

of

ATM

program

proceeds

will

be

used

to

meet

these

2026

calendar

year

tax

obligations.

Any

additional

proceeds

will

be

used

for

general

corporate

purposes.


Investing

in

a

Balanced

Way

AI

is

driving

an

expansionary

moment

for

Alphabet.

The

company

is

experiencing

strong

demand

for

its

AI

solutions

and

services

from

enterprises

and

consumers,

at

levels

that

are

exceeding

the

company’s

available

supply.

By

scaling

its

investments,

the

company

seeks

to

expand

its

foundational

infrastructure

to

support

the

significant

growth

opportunity

ahead.

During

its

Q1

2026

earnings

call,

Alphabet

announced

that

its

2026

capital

expenditures

are

expected

to

be

$180-$190

billion,

and

that

it

expects

2027

capital

expenditures

to

significantly

increase

compared

to

2026.


This

equity

offering

is

part

of

Alphabet’s

plan

to

fund

its

investments

in

a

balanced

way

while

retaining

a

healthy

balance

sheet.

Alphabet’s

other

sources

of

funding

include:

●

Strong

operating

cash

flow

(over

the

12

months

ended

March

31,

2026,

Alphabet

generated

$174

billion

of

operating

cash

flow);

and

●

Debt

issuances

(over

the

last

year,

Alphabet

has

raised

over

$85

billion

of

debt

across

six

major

currencies

and

markets,

bringing

its

total

debt

balance

to

over

$100

billion).

Alphabet’s

AI

Momentum

Alphabet’s

planned

investments

will

support

its

business

momentum,

including:


●

Overall:

Alphabet

revenue

grew

22%

year-over-year,

to

$110

billion,

in

Q1

2026.


●

Google

Search

&

Other:

Revenue

grew

19%

year-over-year

in

Q1

2026.


●

Google

Cloud:

Revenue

grew

63%

year-over-year

in

Q1

2026,

with

backlog

nearly

doubling

quarter-over-quarter

to

more

than

$460

billion,

with

approximately

50%

expected

to

be

recognized

as

revenue

over

the

next

24

months.

●

Google

Subscriptions:

Google

reached

350

million

paid

subscriptions,

with

Q1

2026

representing

the

company’s

strongest

quarter

ever

for

consumer

AI

plans.


●

Developers:

Google

now

has

over

8.5

million

developers

building

new

experiences

with

its

models

monthly

and

its

first

party

model

APIs

are

processing

19

billion

tokens

per

minute,

a

6x

increase

year-over-year.


Additional

Transaction

Details:


Underwritten

Offerings

The

$30

billion

aggregate

underwritten

offerings

consist

of

a

total

of

$15

billion

of

Class

A

Common

Stock

and

Class

C

Capital

Stock,

split

evenly

between

the

two

classes,

and

a

total

of

$15

billion

of

two

series

of

depositary

shares,

split

evenly

between

the

two

series.

Each

series

of

depositary

shares

will

represent

interests

in

a

newly

issued

series

of

mandatory

convertible

preferred

stock,

and

each

series

of

mandatory

convertible

preferred

stock

will

be

mandatorily

convertible

after

approximately

three

years

into

a

variable

number

of

shares

of

Class

A

Common

Stock

or

Class

C

Capital

Stock,

depending

on

the

series,

based

on

the

applicable

conversion

rate.

Alphabet

expects

to

grant

to

the

underwriters

of

the

Class

A

Common

Stock

and

Class

C

Capital

Stock

offerings

30-day

over-allotment

options

to

purchase

up

to

an

aggregate

total

of

$2.25

billion

of

additional

shares,

split

evenly

between

Class

A

Common

Stock

and

Class

C

Capital

Stock.

Alphabet

also

expects

to

grant

the

underwriters

of

its

depositary

share

offerings

over-allotment

options

to

purchase

up

to

an

aggregate

total

of

$2.25

billion

of

additional

depositary

shares,

split

evenly

between

the

two

series,

within

a

13-day

period

beginning

on,

and

including,

the

date

Alphabet

first

issues

the

depositary

shares.

Each

of

the

proposed

underwritten

offerings,

including

the

size

and

terms,

is

subject

to

market

conditions

and

other

factors.

The

underwritten

depositary

share

offerings

are

not

conditioned

upon

the

underwritten

stock

offering

or

any

sales

under

the

ATM

program,

and

the

underwritten

stock

offering

is

not

conditioned

upon

the

underwritten

depositary

share

offerings

or

any

sales

under

the

ATM

program.

ATM

Program

In

addition

to

these

underwritten

offerings,

Alphabet

has

entered

into

an

equity

distribution

agreement

with

Goldman

Sachs

&

Co.

LLC,

J.P.

Morgan

Securities

LLC,

and

Morgan

Stanley

&

Co.

LLC

as

managers

in

connection

with

a

newly

established

ATM

program,

pursuant

to

which

Alphabet

may

sell,

from

time

to

time

through

or

to

the

manager,

Class

A

Common

Stock

and

Class

C

Capital

Stock,

up

to

a

maximum

aggregate

offering

amount

of

$40

billion.

Such

sales

are

not

expected

to

commence

until

the

third

quarter

of

2026,

subject

to

market

conditions

and

other

factors.

Sales

under

the

ATM

program

are

not

conditioned

upon

the

underwritten

offerings.


The

ATM

program

is

intended

primarily

to

facilitate,

for

a

period

of

time,

an

administrative

change

in

how

Alphabet

meets

tax

obligations

associated

with

employee

equity

grants.

This

approach

will

mimic

a

“sell

to

cover”

model:

upon

vesting

of

restricted

stock

units,

shares

will

still

be

delivered

to

employees

net

of

taxes,

and

the

company

will

use

corporate

cash

to

settle

taxes

on

behalf

of

employees.

The

company

intends

to

issue

stock

for

equivalent

proceeds

through

its

ATM

program.


Terms

of

Depositary

Shares

and

Underlying

Mandatory

Convertible

Preferred

Stock

Each

depositary

share

of

each

series

that

is

offered

in

the

public

underwritten

offering

and

the

concurrent

private

placement

will

represent

a

1/20th

interest

in

a

share

of

the

corresponding

series

of

preferred

stock.

The

preferred

stock

is

expected

to

have

a

liquidation

preference

of

$1,000

per

share.

Holders

of

the

depositary

shares

will

be

entitled

to

a

proportional

fractional

interest

in

the

rights

and

preferences

of

the

preferred

stock

of

the

corresponding

series,

including

conversion,

dividend,

liquidation

and

voting

rights,

subject

to

the

provisions

of

the

applicable

deposit

agreement.

Unless

earlier

converted,

each

share

of

preferred

stock

will

automatically

convert,

for

settlement

on

or

about

May

15,

2029,

into

a

variable

number

of

shares

of

Class

A

Common

Stock

or

Class

C

Capital

Stock,

depending

on

the

series,

based

on

the

applicable

conversion

rate,

and

each

depositary

share

will

automatically

convert

into

a

number

of

shares

of

Class

A

Common

Stock

or

Class

C

Capital

Stock,

depending

on

the

series,

equal

to

a

proportionate

fractional

interest

in

such

shares.

The

dividend

rate,

conversion

terms

and

other

terms

of

each

series

of

preferred

stock

will

be

determined

at

the

time

of

pricing

of

the

offerings.

Currently,

there

is

no

public

market

for

the

depositary

shares

or

the

preferred

stock

of

either

series.

Alphabet

intends

to

apply

to

list

each

series

of

the

depositary

shares

on

The

Nasdaq

Global

Select

Market

under

the

symbols

“GOOGM”

and

“GOOGN.”

Capped

Call

Transactions

In

connection

with

the

pricing

of

each

offering

of

depositary

shares

representing

mandatory

convertible

preferred

stock,

Alphabet

expects

to

enter

into

privately

negotiated

capped

call

transactions

with

one

or

more

option

counterparties

comprising

one

or

more

of

the

underwriters

of

the

depositary

share

offerings

and/or

their

respective

affiliates

and/or

other

financial

institutions.

The

capped

call

transactions

will

cover,

subject

to

customary

anti-dilution

adjustments,

the

number

of

shares

of

Class

A

Common

Stock

and

Class

C

Capital

Stock

underlying

the

preferred

stock

sold

in

the

depositary

share

offerings,

based

on

the

respective

minimum

conversion

rates

of

each

series

of

the

preferred

stock.

The

capped

call

transactions

are

generally

expected

to

reduce

potential

dilution

to

Alphabet’s

Class

A

Common

Stock

or

Class

C

Capital

Stock,

as

applicable,

upon

conversion

of

the

relevant

series

of

preferred

stock,

with

such

reduction

subject

to

a

cap.

If

the

underwriters

of

either

series

of

depositary

shares

exercise

their

over-allotment

option

to

purchase

additional

depositary

shares,

Alphabet

expects

to

enter

into

additional

capped

call

transactions

with

the

relevant

option

counterparties.

Alphabet

has

been

advised

that,

in

connection

with

establishing

their

initial

hedges

of

the

capped

call

transactions,

the

option

counterparties

and/or

their

respective

affiliates

expect

to

enter

into

various

derivative

transactions

with

respect

to

the

Class

A

Common

Stock

and

the

Class

C

Capital

Stock

concurrently

with

or

shortly

after

the

pricing

of

the

depositary

shares.

These

activities

could

increase

(or

reduce

the

size

of

any

decrease

in)

the

market

price

of

the

Class

A

Common

Stock,

the

Class

C

Capital

Stock

or

the

depositary

shares

at

that

time.

In

addition,

Alphabet

has

been

advised

that

the

option

counterparties

and/or

their

respective

affiliates

may

modify

their

hedge

positions

by

entering

into

and/or

unwinding

various

derivative

transactions

with

respect

to

the

Class

A

Common

Stock

or

the

Class

C

Capital

Stock

and/or

by

purchasing

or

selling

the

Class

A

Common

Stock

and/or

Class

C

Capital

Stock,

and/or

other

securities

of

Alphabet

in

secondary

market

transactions

following

the

pricing

of

the

depositary

shares

and

prior

to

the

mandatory

conversion

date

of

the

relevant

series

of

preferred

stock

(and

are

likely

to

do

so

during

the

final

averaging

period

relating

to

the

mandatory

conversion

of

the

relevant

series

of

preferred

stock

and,

to

the

extent

Alphabet

unwinds

a

corresponding

portion

of

the

capped

call

transactions

in

connection

with

an

early

conversion

of

the

relevant

series

of

preferred

stock

or

repurchase

of

the

relevant

depositary

shares,

following

any

such

early

conversion

or

repurchase).

This

activity

could

also

cause

or

avoid

an

increase

or

a

decrease

in

the

market

price

of

the

Class

A

Common

Stock,

the

Class

C

Capital

Stock

or

the

depositary

shares

and

could

affect

the

value

of

the

shares

of

Class

A

Common

Stock

or

Class

C

Capital

Stock,

as

applicable,

that

holders

will

receive

upon

conversion

of

the

preferred

stock

and,

to

the

extent

the

activity

occurs

during

the

final

averaging

period

relating

to

the

mandatory

conversion

of

the

preferred

stock,

it

could

also

affect

the

number

of

shares

of

Class

A

Common

Stock

or

Class

C

Capital

Stock,

as

applicable,

that

holders

will

receive

upon

conversion.

Underwriters

Goldman

Sachs

&

Co.

LLC,

J.P.

Morgan

Securities

LLC,

and

Morgan

Stanley

&

Co.

LLC

are

acting

as

joint

book-running

managers

for

the

underwritten

offerings.


Placement

Agent

Goldman

Sachs

&

Co.

LLC

is

acting

as

placement

agent

in

relation

to

the

private

placement.


Registration

Statement

and

Prospectus

Alphabet

has

filed

a

registration

statement

on

Form

S-3

(including

a

prospectus)

with

the

Securities

and

Exchange

Commission

for

the

offerings

to

which

this

communication

relates.

Before

you

invest,

you

should

read

the

prospectus

in

that

registration

statement

and

other

documents

Alphabet

has

filed

with

the

SEC

for

more

complete

information

about

Alphabet,

these

offerings

and

the

ATM

program.

Each

concurrent

offering

and

any

sales

of

stock

under

the

ATM

program

may

be

made

only

by

means

of

a

prospectus

supplement

and

accompanying

prospectus.

Copies

of

the

registration

statement,

preliminary

prospectus

supplements

and

accompanying

prospectuses

related

to

the

concurrent

offerings

and

of

the

prospectus

supplement

related

to

the

ATM

program

can

be

obtained

by

visiting

the

SEC’s

website

at

http://www.sec.gov

or

by

contacting

Goldman

Sachs

&

Co.

LLC,

Attention:

Prospectus

Department,

200

West

Street,

New

York,

NY

10282,

by

telephone

at

1-866-471-2526

or

by

email

at

prospectus-ny@ny.email.gs.com
;

J.P.

Morgan

Securities

LLC,

c/o

Broadridge

Financial

Solutions,

1155

Long

Island

Avenue,

Edgewood,

NY

11717,

by

telephone

at

(866)

803-9204,

or

by

email

at

prospectus-eq_fi@jpmchase.com;

or

Morgan

Stanley

&

Co.

LLC,

Attention:

Prospectus

Department,

180

Varick

Street,

2nd

Floor,

New

York,

NY

10014,

or

by

email

at

prospectus@morganstanley.com.

This

press

release

does

not

constitute

an

offer

to

sell

or

a

solicitation

of

an

offer

to

buy

these

securities,

nor

any

securities

issuable

upon

conversion

of

these

securities,

nor

does

it

constitute

an

offer,

solicitation

or

sale

of

these

securities,

in

any

jurisdiction

in

which

such

offer,

solicitation

or

sale

would

be

unlawful

prior

to

the

registration

and

qualification

under

the

securities

laws

of

such

state

or

jurisdiction.

About

Alphabet

Inc.

Alphabet

is

a

collection

of

companies,

the

largest

of

which

is

Google.

Larry

Page

and

Sergey

Brin

founded

Google

in

September

1998

and

the

company

is

headquartered

in

Mountain

View,

Calif.

Billions

of

people

use

its

wide

range

of

popular

products

and

platforms

each

day,

like

Search,

Ads,

Chrome,

Cloud,

YouTube

and

Android.

Forward-Looking

Statements

This

press

release

contains

forward-looking

statements

that

involve

risks

and

uncertainties.

Examples

of

forward-looking

statements

include

statements

relating

to

the

offerings

of

Class

A

Common

Stock,

Class

C

Capital

Stock,

preferred

stock

and

depositary

shares,

the

size

and

timing

of

these

offerings,

Alphabet’s

ability

to

complete

any

or

all

of

the

concurrent

offerings

and

the

private

placement

and

enter

into

the

ATM

Program

on

the

anticipated

timeline

or

at

all,

expected

sales

under

the

ATM

Program,

and

the

anticipated

use

of

the

net

proceeds

therefrom,

the

effect

of

AI

on

Alphabet’s

business

and

related

statements

about

Alphabet’s

growth

opportunities,

the

timing

of

recognizing

Alphabet’s

backlog

as

revenue,

the

amount

and

timing

of

Alphabet’s

planned

capital

expenditures,

the

ability

of

Alphabet’s

investments

to

support

its

business

momentum,

Alphabet’s

ability

to

fund

its

capital

expenditures

while

retaining

a

healthy

balanced

sheet,

and

the

timing

and

extent

of

Alphabet’s

use

of

the

ATM

program,

as

well

as

any

other

statement

that

does

not

directly

relate

to

any

historical

or

current

fact.

Actual

results

may

differ

materially

from

the

results

predicted,

and

reported

results

should

not

be

considered

as

an

indication

of

future

performance.

The

potential

risks

and

uncertainties

that

could

cause

actual

results

to

differ

from

the

results

predicted

include,

among

others,

those

risks

and

uncertainties

included

under

the

captions

“Risk

Factors”

and

“Management’s

Discussion

and

Analysis

of

Financial

Condition

and

Results

of

Operations”

in

Alphabet’s

Annual

Report

on

Form

10-K

for

the

year

ended

December

31,

2025,

and

in

its

Quarterly

Report

on

Form

10-Q

for

the

quarter

ended

March

31,

2026,

which

are

on

file

with

the

SEC

and

are

available

on

its

investor

relations

website

at

http://abc.xyz/investor

and

on

the

SEC

website

at

www.sec.gov.

Additional

information

may

be

set

forth

in

other

reports

and

filings

the

Company

makes

with

the

SEC.

All

information

provided

in

this

press

release

is

as

of

the

date

hereof.

Undue

reliance

should

not

be

placed

on

the

forward-looking

statements

in

this

press

release,

which

are

based

on

information

available

to

us

on

the

date

hereof.

Alphabet

undertakes

no

duty

to

update

this

information

unless

required

by

law.

Contact

Investor

Relations:

investor-relations@abc.xyz

Media:

press@abc.xyz