If an AI lab’s compute SPV defaults, does the lab’s main loan default too?
Not under Anthropic’s revolver. Cross-default is tied to “Material Indebtedness”: borrowed money over $1bn. That definition leaves out compute financing obligations of a compute SPV and any guarantee of them, as well as contracted revenue financings and receivables facilities. A default on a GPU or data centre financing held in a compute SPV therefore does not, by itself, let the revolver lenders accelerate. For a neocloud or developer and its lenders: the lab’s bank lenders will not be forced to act if your deal fails, and you cannot count on that pressure either.
Randeep Bubbra | Lawyer | Making the next generation of infrastructure financeable · Firm profile ·
What the filed contracts say
Contract
What the filed wording says
Anthropic $15bn revolver
The cross-default threshold is $1bn of borrowed money.
Anthropic $15bn revolver
Compute financing obligations of a compute SPV, and guarantees of them, are left out.
Anthropic $15bn revolver
Contracted revenue financings and receivables facilities are left out too.
The filed wording
“Material Indebtedness” shall mean Indebtedness for borrowed money (other than Loans and Letters of Credit, Indebtedness arising under any Qualified Receivables Facility or Indebtedness of a Financing SPV arising under any Permitted Contracted Revenue Financing or Compute Financing Obligations of a Compute SPV or any Guarantee in respect thereof) of any one or more of the Borrower or any Restricted Subsidiary (other than Indebtedness … among the Borrower and its Restricted Subsidiaries) in an aggregate outstanding principal amount exceeding $1,000,000,000.
Anthropic amended and restated revolving credit agreement ($15bn), with its compute financing carve-outs, section 1.01, “Material Indebtedness” · Anthropic S-1, Exhibit 10.10
Each extract is quoted from the contract as filed with the SEC, checked against the filed text when it was added; “…” marks words left out. Filers redact commercial terms, so a [***] or [*] is the filer's, not ours. The summaries describe the wording, not how a court would read it, and each contract's defined terms and other clauses can change the effect. General information drawn from public filings. It is not legal advice on any transaction, and using this page does not create a lawyer-client relationship. Views are personal.
InfraCompute Weekly
The week in compute finance, read from the filings.
Deals, terms and the clauses behind them, for the people financing data centres, GPU clouds and the power behind them. By Randeep Bubbra.
