Anthropic's prospectus does not specify an investment-grade rating; undrawn lease commitments rise to $321 billion

In its highly anticipated IPO prospectus, Anthropic says almost nothing about the investment-grade credit rating issue that the outside world cares about most, while at the same time warning that it may seek a new round of financing sooner than expected. This combined signal is leaving potential buyers in the bond market on the sidelines.

The prospectus shows that as of June 30 this year, Anthropic had $6.2 billion in current debt, all owed to Amazon in the form of convertible promissory notes. At the same time, the company also disclosed a $15 billion five-year revolving credit facility led by Morgan Stanley, as well as a potential option to borrow an additional $77 billion in convertible notes from Amazon, Broadcom and Google parent Alphabet. Even more striking to the market: as of the end of June, Anthropic's undrawn lease commitments—mainly related to computing power and infrastructure capacity—had surged from about $50 billion at the end of December last year to $321 billion.

The rapid expansion of debt has made the importance of an investment-grade rating increasingly prominent. Once it obtains an investment-grade rating, Anthropic will be able to enter the high-grade bond market dominated by large institutional investors such as insurers and pension funds at a lower cost, thereby opening up a deeper capital pool. However, Moody's, S&P and Fitch have all not yet issued ratings on Anthropic.

The prospectus is ambiguous on investment-grade ratings

Compared with fellow tech unicorn SpaceX, Anthropic's stance on the investment-grade rating issue is clearly more conservative. According to Bloomberg, when SpaceX was preparing to go public earlier this year, it explicitly stated in its prospectus that it was "committed to maintaining an investment-grade credit rating," and it promptly obtained investment-grade recognition from all three agencies—Moody's, S&P and Fitch—and then completed a $25 billion investment-grade bond deal in June.

Anthropic's prospectus does not outline an investment-grade path so clearly. This difference in attitude makes it difficult for potential bond market buyers to form clear expectations, and also makes outside judgment of its credit quality more complicated.

Despite the cautious wording, some provisions in the prospectus still reveal Anthropic's implicit desire for an investment-grade rating.

That $15 billion revolving credit facility—led by Morgan Stanley, completed in September, and substantially expanded from about $3 billion previously—contains a key clause: if Anthropic obtains investment-grade recognition from at least two major rating agencies, the relevant guarantee and collateral interests will be released.

In addition, the interest rate on the credit facility will float according to the rating: an A-level rating corresponds to a benchmark rate plus 75 basis points, while the lowest investment-grade rating of BBB- corresponds to a spread of 125 basis points. This means that the higher the rating, the lower Anthropic's financing cost—the incentive mechanism is clearly visible.

Balance sheet: ample liquidity, but astonishing scale of commitments

According to reports, the core contradiction in the market's judgment of Anthropic's credit condition is this: current leverage is still within a controllable range, but the scale of future commitments is already staggering.

"Anthropic's current state is very ample liquidity, but extremely large future obligations. At the current leverage level, the balance sheet supports an investment-grade rating. However, the final rating will depend on how rating agencies view the committed payment plans, the relatively short operating history, and the circular counterparty relationships."

This judgment precisely points out the core tension in Anthropic's credit story: the $6.2 billion in existing debt is not yet a concern, but the $321 billion in undrawn lease commitments, as well as the potential option to borrow an additional $77 billion, constitute major uncertainties that rating agencies cannot avoid.

Broadcom's "chip financing" model: hidden concerns of off-balance-sheet leverage

According to reports, in order to cope with the massive computing power expenditure required for rapidly expanding models, Anthropic has adopted a special financing structure: relying on Broadcom as the backstop, a special-purpose corporate entity issues debt to purchase chips, and then leases the chips to Anthropic for use.

The first such transaction, "Big Sky," amounted to $35 billion, most of which was supported by Broadcom and received an investment-grade rating. On Monday this week, Broadcom announced the launch of another similar transaction worth $63 billion to procure chips for Anthropic.

To some extent, this model shifts debt pressure off the balance sheet, but it also creates the "circular counterparty relationship" pointed out by Tony Trzcinka—Broadcom is both a chip supplier and the core backstop of the financing structure. This arrangement, which relies heavily on a single counterparty, may become a focus of scrutiny for rating agencies.

For bond investors, the most immediate question is: before Moody's, S&P and Fitch formally issue ratings, Anthropic's path into the bond market remains a blank sheet of paper.

SpaceX's precedent provides a reference, but also a warning—the $25 billion investment-grade bond deal SpaceX completed in June was sold off immediately after issuance, with bond prices continuing to fall, deeply shaking bond traders. This cautionary example may make potential buyers more prudent when Anthropic formally debuts in the bond market.

As undrawn lease commitments soar from $50 billion to $321 billion, Anthropic's financing needs will only continue to expand. Whether it can enter the bond market as an investment-grade issuer will largely determine whether this AI unicorn can support its ambitious expansion plans at a sustainable cost. And that answer remains unresolved. Risk disclosure and disclaimer

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