NVIDIA guarantees up to $105 billion of OpenAI's Ohio data center leases

NVIDIA told the U.S. Securities and Exchange Commission on 17 August that it has agreed to stand behind up to $105 billion of lease payments that OpenAI will owe on a data center campus in southern Ohio. NVIDIA is not buying the site, not operating it and not renting it. It is guaranteeing the tenant.

The announcement went out as a partnership story. The press release describes NVIDIA securing land, power and shell capacity with the developer SB Energy at the PORTS-Pike Technology Campus in Pike County, Ohio, where SB Energy will build, own and operate the data center under a 20-year lease to OpenAI. The mechanism that makes it possible is in the 8-K, filed the same morning.

What was actually signed

NVIDIA entered into what the filing calls multiple residual value guaranties with SB Energy as lessor, covering leases for approximately 4.25 gigawatts of IT load at the site. Each guaranty generally becomes effective when its lease commences, and NVIDIA's payment obligations are conditional on the lessor meeting ready-for-service conditions, expected to begin in 2028. The aggregate payment obligation is cumulatively capped at $105 billion for that initial commitment. NVIDIA can extend credit support to roughly 3.8 more gigawatts at its sole discretion; the press release puts the remainder at 3.75 IT-GW, for 8 IT-GW in total.

In exchange, NVIDIA gets exclusivity. The filing says OpenAI will use the capacity supporting that initial 4.25 gigawatts to deploy NVIDIA's full-stack DSX AI factory platform, subject to limited exceptions. NVIDIA is also putting $1.5 billion of equity into SB Energy, joining SoftBank Group and OpenAI on the developer's cap table. Goldman Sachs and JP Morgan advised SB Energy; Morgan Stanley advised NVIDIA.

What triggers a payment

The filing is specific about the circumstances, and they are worth reading closely because they define what NVIDIA has actually taken on.

• A trigger event is either OpenAI's insolvency resulting in a default under a lease, or OpenAI's failure to make payments under a lease.
• On a trigger, NVIDIA pays an amount generally equal to the shortfall between the guaranteed minimum value of the lease and whatever is recovered through a replacement lease or a sale.
• NVIDIA can then assume the lease, require the lessor to try to relet the space, start a sale process, let the lease terminate, or defer those choices for up to a year while paying specified project agreement costs.
• A guaranty ends on the earliest of the 20th anniversary of lease commencement, OpenAI terminating the lease under its terms, OpenAI achieving a satisfactory credit rating, or other customary events.

That third termination condition is the most informative sentence in the document. The guaranty exists because OpenAI, as of today, cannot sign twenty-year leases on gigawatt-scale buildings on the strength of its own credit. NVIDIA's balance sheet is standing in until a rating agency says otherwise, and the arrangement is written to dissolve the moment that happens.

There is a second detail worth noting. OpenAI has agreed to reimburse and indemnify NVIDIA for any amounts NVIDIA actually pays under the guaranties. That sounds like it neutralises the exposure, but the triggers are OpenAI's own insolvency or non-payment. An indemnity from a company that has just failed to pay its rent is worth roughly what an unsecured claim is worth. NVIDIA disclosed the arrangement under Item 2.03, the heading for direct financial obligations and off-balance-sheet arrangements, which is the honest classification: contingent, capped, and not cash going out the door today.

The land and the power

PORTS-Pike is being built on and around the decommissioned Portsmouth Gaseous Diffusion Plant, a former uranium enrichment site. The campus spans private and federal land and is being developed in collaboration with AEP Ohio, the U.S. Department of Energy and the U.S. Department of Commerce. SB Energy and SoftBank say they will build at least 10 GW of new generation to yield the 8 IT-GW of compute capacity, and invest at least $4.2 billion in regional grid infrastructure through an AEP Ohio partnership the companies describe as designed to protect ratepayers. OpenAI is adding $40 million to SB Energy's previously announced $40 million community benefits fund, for an initial $80 million.

The companies project tens of thousands of Ohio jobs. Those are the developers' own figures for a project whose first phases are two years out, and no independent estimate has been published. TechCrunch reported that the power will come from a 9.2 GW natural gas plant on the federally owned land, with an estimated cost around $33 billion, and noted that gas plant construction costs have risen sharply over the past two years.

The pattern this belongs to

One week earlier, on 10 August, NVIDIA announced memorandums of understanding with Apollo, BlackRock, Blackstone, Brookfield, Goldman Sachs and KKR to establish financing platforms aimed at mobilising over $500 billion of third-party capital for AI infrastructure. Jensen Huang's argument there was that NVIDIA compute is an investable asset class.

We are securing long-lived infrastructure for NVIDIA compute so OpenAI can deploy the most productive AI factories that can be upgraded repeatedly with each new generation delivering more intelligence and better economics.

PORTS-Pike is that thesis written into a contract. Outside capital will fund the buildings and the turbines; NVIDIA supplies the credit that makes the tenant bankable; and the tenant commits, contractually, to buying NVIDIA silicon and nothing else. It is a coherent structure and a genuinely large one. It also concentrates a lot of the sector's counterparty risk in one company, which happens to be the same company selling the chips.

What this changes for developers

Directly and in the near term: nothing. No model ships, no price moves, no context window grows. The first capacity is expected in 2028. It is worth resisting the temptation to read a token price out of a lease guaranty.

What it does give you is unusually concrete information about the shape of OpenAI's compute through the end of the decade, in a form you can read yourself rather than infer from a keynote. Three things follow. OpenAI's capacity commitments are now large enough and long enough that they surface in other companies' securities filings, which makes them checkable. The Ohio capacity is contractually NVIDIA-only, so whatever hardware diversification OpenAI pursues elsewhere does not apply here. And the cost of the tokens you will be buying in 2028 is being set now, in twenty-year leases and gas turbine orders, well upstream of any pricing page.

One caveat on everything above: the agreements themselves are not public. NVIDIA says the form of the guaranties will be filed as an exhibit to its Form 10-Q for the quarter ended 26 July 2026. Until then, the guaranteed minimum value, the ready-for-service conditions and the definition of a satisfactory credit rating are known only from the company's own summary of them.