Amazon Plans $8 Billion Sale-and-Leaseback of Nvidia AI Processors via SPV

Amazon.com Inc. is planning to offload approximately $8 billion worth of artificial intelligence chips to a special purpose vehicle and lease them back, according to a report from the Financial Times cited by SiliconANGLE.

Under the planned structure, Amazon would transfer the hardware to an SPV, a standalone legal entity without employees used to manage large transactions. The SPV would then raise capital by issuing debt alongside a 10% equity stake to external investors. Amazon has been holding discussions with potential backers for several weeks.

The hardware involved in the proposed deal consists of Nvidia Corp. Grace Blackwell accelerators. Each device pairs two Blackwell graphics processing units with a Grace central processing unit connected via Nvidia's NVLink-C2C interconnect. Blackwell served as Nvidia's flagship AI accelerator until March, when the company introduced the Blackwell Ultra with expanded memory, followed by its current Rubin architecture.

Modal Inc., an AI infrastructure provider, estimates the cost of a Grace Blackwell accelerator at $60,000 to $70,000. That pricing implies Amazon plans to transfer between 114,000 and 133,000 chips. The hardware is installed across five Amazon data centers and includes both company-owned and currently leased units. Amazon plans to maintain continuous operational use of the processors by leasing them back from the vehicle.

Moving the hardware and associated debt to an SPV removes both from Amazon's balance sheet, protecting debt-to-equity ratios that influence corporate credit ratings and borrowing costs. In August, Amazon also agreed to buy 2 million additional Nvidia GPUs through 2028 across the Blackwell Ultra, Rubin, and upcoming Rubin Ultra product lines.

The move reflects broader industry efforts to manage the steep capital requirements of AI compute infrastructure. The Wall Street Journal recently reported that Amazon, Google LLC, and seven other tech giants hold a combined $3 trillion in off-balance-sheet commitments, while Meta Platforms Inc. recently sold an 80% stake in its flagship Hyperion data center campus to an investment firm.