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OpenAI Finalizes Shift to For‑Profit Public Benefit Company as Microsoft Secures 27% Stake

The overhaul unlocks large‑scale fundraising under nonprofit oversight, cementing revised long‑term Azure terms with a clearer route to public markets.

Overview

  • OpenAI completed its recapitalization, forming OpenAI Group PBC under the control of the OpenAI Foundation with an implied valuation near $500 billion.
  • Microsoft holds roughly 27% of the new entity (about $135 billion) under an updated deal featuring a $250 billion Azure services commitment and IP and commercial rights that extend until independent AGI verification or 2032.
  • The revised partnership removes Microsoft’s right of first refusal on cloud services, while an expert panel must validate any OpenAI claim that it has reached AGI before certain terms change.
  • Delaware Attorney General Kathy Jennings said she did not oppose the plan, concluding a lengthy review that clears a key regulatory hurdle and enables OpenAI to raise new capital.
  • Separately, PayPal will integrate its wallet for in‑chat purchases in ChatGPT starting next year, and the company raised its 2025 earnings guidance and announced a quarterly dividend as its shares gained.