DigitalOcean Holdings, Inc. filed a Form 8-K with the SEC on September 10, 2026, disclosing that it entered into a set of Equipment Finance Agreements providing up to $725 million in committed financing for data center equipment purchases, with an accordion feature that could expand the total to $1.025 billion.

Key Highlights

  • Committed financing: The Equipment Finance Facility provides up to $725 million to fund purchases of data center equipment.
  • Accordion feature: The facility includes an option to increase committed financing by up to $300.0 million, bringing the potential total to $1.025 billion, on the same terms as existing commitments.
  • Advance availability window: The Lessee may request advances until September 10, 2027, with the Lessor funding up to 90% of equipment cost per advance.
  • Interest rate: Each advance bears a fixed rate equal to a term SOFR swap rate plus 2.75% per annum, set at the time of the applicable advance.
  • Repayment schedule: Rent under each Equipment Lease is payable monthly in arrears and fully amortizes the applicable advance by September 10, 2030.
  • Prepayment premiums: The Lessee may prepay subject to a premium of 5% in the first year and 3% in the second year following the applicable advance.
  • Counterparties: MUFG Americas Capital Leasing & Finance, LLC serves as lessor, and MUFG Bank, Ltd. serves as administrative agent and collateral agent.

DigitalOcean's Equipment Finance Facility: Terms and Structure

According to the filing, DigitalOcean Holdings, Inc. (NYSE:DOCN) and its wholly owned subsidiary DigitalOcean, LLC, as lessee, entered into a Transaction Agreement on September 10, 2026, alongside a related Master Lease Agreement and a Guaranty covering the company and certain of its subsidiaries. The Equipment Finance Agreements were executed with MUFG Americas Capital Leasing & Finance, LLC as lessor and MUFG Bank, Ltd. as administrative agent and collateral agent. The facility is designed to fund purchases of data center equipment.

The filing states that advances under the facility fund up to 90% of the cost of the equipment, with the lessee contributing the balance as prepaid rent. The lessor then acquires the equipment and leases it back to the lessee under supplements to the Master Lease Agreement. The company disclosed that it expects to account for these equipment leases as finance leases. A commitment fee on undrawn amounts is set at 0.20% per annum, increasing to 0.40% per annum six months after closing, according to the filing. Title to equipment transfers to the lessee for nominal consideration upon full payment of the applicable lease.

The Equipment Finance Facility is guaranteed by the company and certain subsidiaries and is secured by the equipment and related collateral. The filing notes that the agreements contain covenants, including financial covenants, and events of default "substantially consistent with those in the Company's Credit Agreement dated as of May 5, 2025, as amended, together with additional covenants customary for an equipment lease financing." The company also disclosed that it "currently intends to exercise the accordion feature of the Equipment Finance Facility in full, subject to obtaining commitments from new or existing lenders and other conditions." The filing contains forward-looking statements that are the company's own and subject to its cautionary language regarding risks and uncertainties.

What Was Disclosed

DigitalOcean disclosed entry into Equipment Finance Agreements providing up to $725 million in committed financing for data center equipment, with a potential accordion expansion to $1.025 billion, a drawdown window through September 10, 2027, and full amortization by September 10, 2030.