oracle -- bondholder class action over concealed ai debt

case overview

a bondholder class action was filed against oracle corporation in new york state court, alleging the company concealed plans to raise an additional $38 billion in debt for ai data centers when it issued $18 billion in bonds in september 2025.

Case	Ohio Carpenters’ Pension Plan v. Oracle Corp. et al.
Court	New York State Court (Manhattan)
Filed	January 14, 2026
Defendants	Oracle Corp., Larry Ellison, 16 underwriting banks
Status	Active

allegations

the complaint alleges oracle’s offering documents for the $18 billion bond sale were false and misleading because they failed to disclose the company’s immediate plans to raise an additional $38 billion in debt for ai data centers. bondholders were “blindsided” when oracle returned to capital markets just seven weeks after the bond issuance.

named defendants include oracle, co-founder larry ellison, and 16 underwriting banks: bank of america, citigroup, deutsche bank, goldman sachs, hsbc, jpmorgan chase, and others.

timeline

september 2025: oracle announces $300 billion, five-year contract with openai
two weeks later: oracle issues $18 billion in notes and bonds
seven weeks later (november 2025): oracle returns to capital markets to obtain $38 billion in additional loans for two data centers supporting the openai agreement
bond prices fall and yields rise as investors perceive substantially higher credit risk
oracle’s outstanding bonds and borrowings reach approximately $108 billion, making it the most indebted tech company

significance

this is a rare bondholder (not shareholder) class action, reflecting the unique dynamics of ai infrastructure financing. the case argues that oracle’s debt strategy constituted a bait-and-switch: investors bought bonds under one set of assumptions about oracle’s leverage, only to see the company dramatically increase its debt load weeks later.

sources

last updated: february 22, 2026