SoftBank has launched the sale of $10 billion and €1 billion ($1.15 billion) in senior unsecured notes to fund its investment in OpenAI, according to a term sheet released Monday.
The dollar tranche is structured across three tenors — 3.5, 5.5 and 7.5 years — while the euro portion has four-year and six-year maturities. The term sheet states that pricing is scheduled for Sept. 24, with settlement to follow on Sept. 29.
If the offering closes at its intended size, it would set a record as the biggest nonfinancial corporate bond deal ever from Asia-Pacific and Japan, topping the $10.93 billion raised by 7-Eleven Inc. in January 2021, according to LSEG data cited in the term sheet. According to Bloomberg, the deal would also rank among the 20 largest corporate bond transactions worldwide in 2026.
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The term sheet said the proceeds will be used for SoftBank’s $10 billion contribution to the third tranche of its follow-on investment in OpenAI, a transaction slated to close Oct. 1, along with general corporate purposes. The bonds will also replace a $10 billion bridge loan SoftBank had previously secured to fund the same investment.
Dealogic data cited by Reuters showed that the deal would rank among the 20 largest corporate bond transactions globally so far this year. Fitch Ratings assigned the proposed notes a BB+ rating, its highest speculative-grade level.
According to Fitch, SoftBank’s leverage is likely to increase as it meets its investment commitments, although the company is expected to maintain sufficient liquidity and continued access to debt markets.
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The bond deal is the latest financial move by SoftBank to deepen its ties with the ChatGPT maker. SoftBank’s total investment in OpenAI is expected to reach approximately $64.6 billion upon completion of the third tranche, representing an ownership stake of roughly 13%, as disclosed by the company alongside its first-quarter earnings last month.
Citigroup is the lead bookrunner for the dollar notes, while JPMorgan is the lead bookrunner for the euro notes, according to the term sheet.
Citigroup, Goldman Sachs, JPMorgan and Morgan Stanley are joint global coordinators for the dollar notes, while JPMorgan, Deutsche Bank and Goldman Sachs have the same role for the euro notes.
SoftBank also recently entered talks to invest in Seven & i, the retail giant behind 7-Eleven, according to Bloomberg. The report said the investment would likely be worth 700 billion yen, and Sumitomo Mitsui Card, a unit of Sumitomo Mitsui Financial Group, might also take a stake.