SB Energy, the SoftBank-owned power and data centre developer, has handed OpenAI warrants now worth about $5.5bn, and it did so to keep OpenAI as a tenant. The Wall Street Journal reported the arrangement on Monday.
The direction matters and is easy to get backwards. SB Energy is the issuer, and OpenAI is the recipient, which makes this a landlord paying its anchor tenant rather than a customer taking a stake.
The instruments were granted in January and valued then at $3.6bn. By the end of June, they were worth $5.5bn, an increase of roughly $1.9bn driven by the rising value of the underlying equity rather than by anything OpenAI did.
What they buy is a signature on a very long lease. OpenAI has committed to 20 years at SB Energy’s planned campus in southern Ohio, a ten-gigawatt site announced in mid-August with first operations targeted for 2028.
OpenAI and SoftBank each put $500m into SB Energy, paired with a lease on a 1.2-gigawatt facility in Texas, and the warrants were awarded in the same period.
Ten gigawatts is a figure worth pausing on. It is roughly the electrical demand of a mid-sized European country, committed to a single campus by a company that did not exist in its current form five years ago.
SB Energy is also preparing to go public, targeting between $5bn and $7bn in proceeds. OpenAI is expected to hold a single-digit percentage stake after that listing, which turns a tenant into a shareholder at exactly the moment public investors are asked to value the company.
Nvidia is in the same structure from a third direction. It has been weighing an investment of about $3bn in SB Energy tied to the Ohio project, according to The Information.
Line those up, and the arrangement is circular by design. The chip supplier, the power developer, the model company and the parent that owns two of the four all hold financial positions in the same buildout, and each one’s valuation depends partly on the others continuing to commit.
SoftBank has now committed more than $64bn across OpenAI equity, the joint SB Energy investments and Stargate. The stated logic is to own the model layer through OpenAI and the physical layer through SB Energy, which requires both to keep working.
This is not the only place the pattern shows up. Nvidia has been in talks to guarantee $250bn of OpenAI data centre debt, also in Ohio, and lenders have grown noticeably more careful about the sector.
The financing has been getting harder rather than easier. Oracle’s $16.3bn data centre package needed PIMCO to anchor $10bn after US banks stepped back, which is not what a comfortable market looks like.
SoftBank has been raising against the same expectations. It signed a $40bn bridge facility in March to fund its OpenAI commitments, and has spent the months since looking for something permanent to replace it.
Warrants are a useful instrument in that environment because they cost nothing today. SB Energy pays only if its own equity appreciates, and the dilution lands on whoever buys into the IPO rather than on the balance sheet now.
There is also a question of who bears the risk if demand disappoints. A twenty-year lease is a liability on OpenAI’s side and an asset on SB Energy’s, and the warrants make OpenAI a beneficiary of the value its own signature creates.
Neither OpenAI nor SB Energy has commented publicly on the terms, and the reporting rests on unnamed sources.
What is on the record is the shape of the commitment: twenty years, ten gigawatts, and a set of instruments that have already appreciated by more than half before the site has broken ground.
Este artigo foi escrito com a assistência de IA.
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