Nscale's IPO Filing Shows $1 Billion Loss, a 'Going Concern' Warning, and a $35 Billion Ask

Since Nscale filed its S-1 registration statement with the SEC on September 18, targeting a New York Stock Exchange listing under the ticker NSCL, more of the paperwork's details have come into focus.

The London-based AI data center company reported a net loss of $1.02 billion in the first half of 2026, on revenue of $140.6 million, according to the filing as reported by Fortune. Its cost of revenue alone was $189.6 million. That means Nscale didn't just fail to turn a profit. It failed to cover the basic cost of delivering its own service.

Buried in the prospectus is language that should concern any investor. Fortune reports Nscale disclosed that its management once identified "substantial doubt" about the company's ability to continue as a "going concern," the exact phrase companies use when bankruptcy risk is real. Management says it resolved that doubt by concluding it could defer, reduce, or cancel planned capital spending if outside financing didn't materialize. That's the company's own words, in a legal filing to federal regulators, saying it came close to running out of cash and is now betting on its ability to cut spending fast enough to avoid it.

The Valuation Number Keeps Moving

Nscale's prior valuation, from a Series C round led by Norwegian energy firm Aker and 8090 Industries in March, was roughly $14.6 billion, according to City A.M. and BigGo Finance. The IPO target reported by the Financial Times and cited across multiple outlets is now up to $35 billion, more than double that March number in six months.

StartupFortune's reporting on the deal referenced an earlier target "near a $25 billion valuation" tied to Nscale's Microsoft backlog, before the figure climbed again toward $35 billion in the days after the S-1 landed. Three different valuation numbers have circulated in the same news cycle. No price range or share count has been disclosed. Nscale's own September 18 announcement confirms both remain undetermined.

Nvidia Is Everywhere in This Deal

On September 15, three days before the S-1 filing, Nvidia handed Nscale $3.1 billion through a series of unsecured convertible loan notes, according to Fortune and BigGo Finance. Nvidia took roughly $1 billion of that itself. BigGo Finance reports Nvidia has now invested more than $2 billion cumulatively in Nscale while simultaneously serving as its chip supplier and, through customers renting Nscale's capacity, indirectly as a buyer of its own hardware. Nvidia CEO Jensen Huang has publicly called Nscale a "national champion for the UK," and Nvidia has pledged £500 million toward the company, according to City A.M.

That kind of circular financial relationship, supplier and investor and customer all at once, isn't illegal or even unusual in this AI buildout cycle. CoreWeave, Oracle, and other neoclouds have similar arrangements with Nvidia. Nvidia has every reason to support Nscale's development as both supplier and investor.

The Backlog Is Real. So Is the Concentration Risk.

Nscale's pitch to investors rests on contracted future revenue, not current earnings. BigGo Finance reports the company's total contract value stands at $103.4 billion, with $44.6 billion of that from a six-year Anthropic deal and $43.8 billion from Microsoft. Two customers account for roughly 85% of the entire backlog. Only $2.6 billion of that total was active revenue as of August 31, according to EBC.

Fortune reports Nscale's "remaining performance obligations," contracts that may or may not convert to real cash, total $56.4 billion spread over seven years. If Anthropic or Microsoft scale back, delay, or renegotiate, Nscale's entire growth story unravels with them. Anthropic CEO Dario Amodei publicly called for the AI industry to slow its buildout pace this month, a call echoed by OpenAI's Sam Altman and SpaceX's Elon Musk. City A.M. reports this triggered a sell-off across AI infrastructure and semiconductor stocks.

The strongest case for Nscale is straightforward: its revenue grew 1,252% year over year, according to Fortune's read of the filing, and its board includes former UK deputy prime minister Nick Clegg and former Meta COO Sheryl Sandberg, both holding six-figure share grants, according to Fortune. Nvidia's fresh $3.1 billion in November-dated commitment shows continued institutional confidence.

CoreWeave is the cautionary tale sitting right next to this filing. StartupFortune notes CoreWeave went public in March 2025 at $40 a share, nearly quadrupled to $183.58 by June, then fell roughly 60% from that peak after cutting guidance tied to construction delays and investor worry over debt and customer concentration. Nscale is telling investors that this time is different. The S-1 process now moves toward SEC review, with no IPO date, price range, or final share count yet announced.