SoftBank's Data Center Subsidiary Issues $5.5 Billion in Warrants to OpenAI
nashnova research
SoftBank's data-center subsidiary SB Energy issued warrants worth roughly $5.5 billion to OpenAI in exchange for a tenancy commitment — a deal that binds customer, shareholder, and supplier into one deeply interlocked pre-IPO structure.
What exactly are these warrants?
SB Energy gave OpenAI warrants — the right to buy shares at a set price in the future — in return for OpenAI committing to lease its data-center capacity.
The warrants were valued at $3.6 billion when first granted in January; by end of June they had risen to $5.5 billion, a 53% jump in six months.
This means → the warrant appreciation alone became a massive paper expense, directly inflating SB Energy's first-half net loss.
In plain terms = SB Energy paid a steep "paper price" to lock in OpenAI as a tenant, and that cost shows up on the loss statement.
Where does the IPO stand?
SB Energy plans to launch its IPO as early as next month, targeting $5–7 billion in proceeds; the filing is expected to go public this week.
OpenAI has already invested $500 million in SB Energy and is expected to hold a single-digit percentage stake post-IPO.
Nvidia also holds equity and has committed $3 billion through two IPO-linked private placements — one allowing Nvidia to buy shares at a 10% discount to the IPO price.
This reflects a financing structure built almost entirely on the company's own customers and suppliers — the people writing the checks are the same ones buying the compute.
Customers and shareholders are the same people — what's the risk?
SB Energy's signed data-center clients are simultaneously its investors: SoftBank, OpenAI, and Nvidia.
The draft prospectus explicitly warns of material dependence on OpenAI — if OpenAI's finances deteriorate, SB Energy faces significant harm.
Financing for the Ohio project depends heavily on a residual-value guarantee from Nvidia — essentially Nvidia backstopping the assets.
This means → if any single major client falters, the damage hits not just rental income but the entire financing chain.
Huge contracts, but where is the revenue?
SB Energy currently has zero operating data centers; capacity under construction stands at 800 megawatts.
Signed client contracts cover nearly 9 gigawatts, mostly from a southern Ohio campus that has not broken ground.
The company says its contract backlog exceeds $400 billion — yet the data-center business has generated no revenue at all.
Existing revenue comes from renewables: roughly $140 million in H1 2026, up 66% year-on-year. Net loss over the same period widened from about $250 million to $3.2 billion, driven by fair-value swings on the warrant liability.
How big is OpenAI's bet in Ohio?
Earlier this month OpenAI signed 17 separate leases at the southern Ohio site, covering about 8 gigawatts of compute capacity out of a total 10-gigawatt power envelope.
SB Energy has in turn committed to buying at least $50 million in OpenAI software and services by 2028, including ChatGPT Enterprise.
In plain terms = the two companies are deeply interlocked — OpenAI rents SB Energy's facilities, SB Energy buys OpenAI's products, and neither can easily walk away.
Can this structure actually work?
Whether the IPO closes successfully is the first key variable — proceeds directly determine whether projects under construction can move forward.
OpenAI's financial health is the second — it is simultaneously the largest tenant, a shareholder, and a software supplier.
This reflects the core risk of the entire structure: deep interdependence means shared upside and shared downside, with almost no buffer in between.
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