Operators
$2.6M to $2.8M a year
the gap between investment-grade and other contracts on a $40M loan, at CoreWeave's 2024 rates
A default costs that box, not your other clusters.
An answer when procurement asks about counterparty risk.
The box, for neoclouds
Put each GPU deal in its own box.
The box is a single-purpose LLC (an SPV) that holds one GPU deal. LegalLayer builds them for neoclouds financing GPU deals.
A default costs one box, not your fleet
Customer cash pays for its own cluster first
Lenders price your customer, not you
Debt sits in the box, not your company
Without a box, one default can reach every GPU you own.
How one default travels
- 01 →
A customer stops paying
You miss a payment on its GPU loan.
- 02 →
Cross-defaults trip
Your other lenders can accelerate too.
- 03 →
The blanket lien reaches every cluster
Paid-up customers' GPUs secure the bad loan.
- 04
Chapter 11 freezes every contract
A judge decides which contracts you keep.
The box pays the data center, power and lender before you.
One box holds one deal: the customer contract, the GPUs and the data center contract.
Bankruptcy-remote: if you file, the box is not automatically in the case
The box is limited to one deal, keeps separate books and accounts, and needs an independent manager's vote to file. A services agreement lets the lender or a replacement operator keep the cluster running.
Tax: GPU depreciation flows to you
A single-member LLC is disregarded for US federal income tax by default, so the box's depreciation is yours, subject to your tax position.
Who benefits.
Lenders
Up to 7 points
the extra rate CoreWeave's 2024 lenders charged on non-investment-grade customers
First-priority lien on the box and its equity.
Customer cash lands in an account you control.
Off-takers
Paid 1st
your data center and power bill
No other customer's default reaches your GPUs.
A replacement operator can step in.
LegalLayer builds the box: 14 deliverables, a licensed attorney accountable for each.
- 01 · 2 deliverables
Structure
- Structure memo
- Term sheet markup
- 02 · 4 deliverables
Build
- LLC and operating agreement
- GPU contribution agreement
- Offtake assignment and direct agreement
- Colocation agreement, lien waiver and access
- 03 · 5 deliverables
Close
- GPU loan or lease, UCC-1s and control agreement
- Payment order, reserves and cash traps
- Services agreement with step-in rights
- Narrow parent guarantee
- Lender-ready closing package
- 04 · 3 deliverables
Run
- Separateness checklist
- Lender reporting and consent calendar
- Box templates for your next deal
Box loans cost about 6% to 7%. Newcomer neocloud debt costs 11% or more.
| Structure | Rate |
|---|---|
| CoreWeave corporate bondsMarket yield, Oct 2026 · source | 15%+ |
| Newcomer neocloud debtContrary Research, Jun 2026 · source | 11%+ |
| Established neocloud debtContrary Research, Jun 2026 · source | 9% |
| Lambda SPV loanSOFR + 3.00% · Baa2 · source | 6.9% |
| CoreWeave box loanSOFR + 2.25% · A3 · source | 6.1% |
Box loans shown at October 2026 SOFR of 3.88%. The bond figure is a market yield; the others are loan rates.
The box is proven from $926M to $8.5B.
$20.9B
borrowed by CoreWeave through four box loans since 2023
CoreWeave announcements: $2.3B (2023), $7.5B (2024), $2.6B (2025), $8.5B (2026)
LegalLayer is not affiliated with CoreWeave or Lambda.
Five questions CFOs and lenders ask
What is the box?
A single-purpose LLC (an SPV) that holds one GPU deal's customer contract, GPUs and data center contract. It is the structure CoreWeave uses to finance its GPU deals.
Does a box take the debt off my balance sheet?
Usually not: a wholly owned box is generally consolidated under US GAAP. What changes is who owes the debt. Confirm the accounting with your auditor.
Is my deal big enough for its own box?
Yes, if it has a signed or near-final offtake contract to put in it. One lender and one customer means fewer documents.
Will my lender still want a parent guarantee?
Often. LegalLayer negotiates it down to bad-boy and performance items, with no cross-collateralization across deals.
My operating company already signed the offtake contract. Can it move into a box?
Usually, with the customer's consent, through an assignment and a direct agreement the customer signs once.
Bring us in before you sign the GPU financing.
Send the offtake draft or term sheet. An attorney maps your box on the first call.
General information, not legal, tax, accounting or financial advice.
Sources and assumptions
LegalLayer uses "the box" for a single-purpose LLC that holds one GPU deal; CoreWeave's filings call these entities borrowers. Tax results depend on your structure and state law. Facts about CoreWeave and Lambda reflect their public filings and announcements as of October 22, 2026.
- CoreWeave, "CoreWeave Closes Landmark $8.5 Billion Financing Facility" (March 31, 2026)
- CoreWeave, DDTL 4.0 investor overview and term sheet (March 2026)
- Credit Agreement, CoreWeave Compute Acquisition Co. VIII, LLC (March 30, 2026)
- CoreWeave, "CoreWeave Closes $2.6 Billion Secured Debt Financing Facility" (July 31, 2025)
- CoreWeave Form 8-K, Fifth Amendment to the DDTL 2.0 Credit Agreement (2025)
- DCD, "CoreWeave secures $8.5bn loan for GPU purchases" (March 31, 2026)
- Lambda, "Lambda Closes $926 Million Senior Secured Term Loan B Facility" (August 27, 2026)
- CRE Daily, "Neocloud Tenants Spark Data Center Financing Concerns" (July 29, 2026)
- Contrary Research, "Why 20% of Neoclouds Won't Survive The AI Boom" (June 2026)
- The Motley Fool, "Why Is CoreWeave Stock Falling Today?" (October 16, 2026)
- SOFR, October 2026
- BDO, "One Big Beautiful Bill Act Expands 100% Depreciation Expensing Opportunities"
- 26 C.F.R. § 301.7701-3 (default classification of single-member LLCs)
- CoreWeave, "CoreWeave Secures $7.5 Billion Debt Financing Facility led by Blackstone and Magnetar" (May 17, 2024)