xAI once bid $97.4 billion to buy OpenAI; beneath the acquisition shell is a valuation battle.

According to Beating Monitoring observations, Elon Musk’s camp previously proposed a $9.74 billion bid in February 2025, with the goal of buying control of the non-profit organization that oversees OpenAI. This target is crucial: at the time, OpenAI was planning to reorganize its for-profit business into a PBC—meaning a for-profit company subject to constraints from a public-interest mission. If the non-profit parent continued to hold control, it would still be able to determine OpenAI’s governance direction.

The core purpose of this bid was to set a valuation for OpenAI’s non-profit assets. Musk’s camp believed that in order for OpenAI to complete the restructuring, it would need to show that the non-profit assets were not being undervalued. A $9.74 billion bid amounted to handing regulators and the courts a market reference price.

OpenAI then directly rejected the bid, saying the company was not for sale, and described the bid as Musk interfering with competitors. Afterwards, OpenAI again adjusted its restructuring plan, emphasizing that the non-profit organization would continue to control OpenAI Group PBC and would hold equity in the for-profit entity with an estimated valuation of about $130 billion, in response to questions about “public-interest assets being transferred at a low price.”

This is also why, on the fourth day of the trial, Jared Birchall was asked again. He said that the xAI bid was intended to ensure that OpenAI’s non-profit assets received a fair valuation, but he could not explain who set the $9.74 billion figure, where the valuation analysis came from, or how business decisions could be distinguished from attorneys’ strategy. OpenAI’s lawyers therefore seized on a new attack point: whether this bid was a serious acquisition attempt, or a litigation weapon to block OpenAI’s restructuring.