Sam Altman’s company claims to have reached an agreement with its historic investor. She could finally complete her moult in a business for profit and prepare for her IPO.
Will Openai finally be able to become a company (almost) like the others? The creator of Chatgpt says in any case having taken a significant step in this direction. She plans to sell the equivalent of $ 100 billion in shares to her non -commercial branch and declares that she had reached an agreement with Microsoft to resolve the financial quarrel between the two companies. Two important steps to allow OPENAI to revise its structure and become a traditional company in order to prepare for its IPO.
Why Openai wants to change status
Openai was co -founded in 2015 by several figures of Silicon Valley, including Sam Altman and Elon Musk. Its co-founders are moved by a conviction: the advent of a general artificial intelligence being imminent, it is urgent to ensure that it is designed in a secure, transparent way, and that it benefits all humanity. Openai was initially a non -profit company, in order to design this general humanist artificial intelligence.
A first rupture occurs in 2018, with the shattering release of Elon Musk. Openai then lacks funds to finance its Promethean ambitions, the training of models of AI requiring great computing power, and therefore staggering expenses. She therefore plans to change her statutes to abandon that, too restrictive, of a non -profit business, which causes the departure of Elon Musk. The reasons behind it remain to date subject to debate. The richest man in the world claims to have left because he wanted, against the advice of his co -founders, that Optaai retains his non -profit status and wanted to avoid a conflict of interest with Tesla, also active in artificial intelligence with his autonomous driving software. Sam Altman, on the contrary, assures that Musk agreed with the transition, but wanted more control over the future company and the CEO position, which his peers refused him.
In 2019, Openai finally opted for a hybrid model. It becomes a non-profit organization controlling an entity called to capped profit (“Capped-Profit LLC” in American law). This complex structure allows it to attract investors without denying (still) its mission of general interest. But it remains restrictive, notably posing a contractual limit of X100 to the profits of investors. Its statutes are also much more complicated than those of a traditional society, which constitutes an obstacle for a future entry on public procurement.
However, since 2019, Openai has launched many products that have had a huge success (Chatgpt, Dall-E, Codex, etc.) and would like to take the stock market to take advantage of its success. But its structure with a capped profit considerably complicates such an operation. She thus wishes to make a new change to become a company of public utility (“Public Benefit Corporation”), which, in American law, designates a for -profit business which does not have the sole legal obligation the interest of its shareholders. It is the equivalent of a mission company in French law. She then also wishes to abandon any control by its non -profit structure.
But after strong criticisms issued by civil society and industry professionals, OpenAi Rétropédale and ensures that it will remain the main shareholder of this new entity. This is the subject of the transfer of $ 100 billion announced last week, which, if confirmed, would ensure the non -profit organization around 20% of Openai shares. At the start of the year, the announcement of this upcoming new change is followed by a record lifting of $ 40 billion from various investors, including the Japanese Conglomerate Softbank, which alone invests $ 30 billion.
A dilemma called Microsoft
2019 is also the year when Microsoft released his check book to invest without counting in Openai. Over the next five years, the computer giant will invest $ 13 billion in the capped subsidiary. In exchange, Microsoft assumes the right to collect approximately 49% of future OpenAi profits (which to date remains unprofitable), up to an amount not made public, but which should allow Microsoft to compensate, then make its investment profitable. Microsoft also gains access to all OPENAI technologies, as well as the exclusive distribution of application (APIS) programming interfaces (APIs), a serious asset for its Microsoft Azure cloud in front of its competitors, AWS and Google Cloud. It was this massive investment that gave OPENAI the funds she needed, but in return permanently chained to Microsoft. And now slows down its new change in status.
Indeed, to operate its moulting in a company of public interest, OpenAI must obtain from Microsoft that it renounces its 49% on the future profits of the company, which is naturally not an easy task. The computer giant must also make a cross on access to the best of Openai technology (because the future shareholders thereof would have no interest in buying its shares if it does not have the exclusivity on its best products). All this has given rise to harsh negotiations for months between Sam Altman and Satya Nadella, the boss of Microsoft.
At the beginning of the year, an Elon Musk Revanchard, and now in direct competition with Openai through his own young XAI shoot, has still complicated the situation by launching a fanciful proposal for an Openai buyout at 94.7 billion dollars. If the billionaire knew very well that his offer would be rejected, he was however aware of complicating the negotiations between Openai and Microsoft, by adding the potential value of Openai, therefore the compensatory sum that it will have to pay to Microsoft … The billionaire pushed the vice to promise to withdraw his redemption offer if Openai agreed to remain a non-profit company.
For Openai, the task is all the more delicate as it plays against the clock: out of the 30 billion invested by Softbank, 20 were provided that the company manages to change its statutes in anticipation of an entry on the stock market. In case of failure, it should therefore reimburse them.
Legal puzzle
The agreement with Microsoft, whose details have not been communicated (but it undoubtedly implies a generous financial compensation for the IT giant) and which must still be formalized would therefore be a great relief for Sam Altman, likely to open the way for an entry on the stock market which would be one of the most expected in the history of tech.
Supposing that the agreement with Microsoft is indeed concluded, Openai should however still negotiate some obstacles before putting the champagne in the fridge. The company is experiencing legal troubles. The California and Delaware general prosecutors are concerned about his future change in governance and the security of his products, while Chatgpt is accused of having played a role in the suicide of a young person in the Golden State. Economic competition mixes here with real ethical concerns, Meta, Openai rival on AI, having put pressure on the Attorney General of California to block the transition of it. Furious, Sam Altman would have threatened to move his business outside the Golden State.
Another threat comes from Elon Musk, who pursues Openai in justice, accusing him of having lied to his investors regarding the philanthropic nature of his mission …
