Banks press OpenAI for profitability details as confidential IPO filing nears

OpenAI’s expected confidential IPO filing has turned a long-running private-market story into a disclosure test. CNBC reported on May 20 that the company was preparing to confidentially file a draft prospectus as soon as May 22, a step that would start formal scrutiny of its finances ahead of any public debut. Banks and analysts working on the process are expected to focus on the same issues that have shadowed the company’s rise: whether revenue growth is keeping pace with costs, how quickly users are expanding across consumer and enterprise products, and how much capital OpenAI must keep spending on chips, cloud capacity and data-center infrastructure. Fortune said those are among the biggest questions investors want answered in any filing. (cnbc.com) ### Why are bankers pressing for more detail now? A confidential filing still requires the same core financial and operating disclosures that investors will later use to value the business. CNBC said OpenAI is working with Goldman Sachs and Morgan Stanley on the draft prospectus, putting the company into the standard pre-IPO process where underwriters test what public-market buyers will want to see. (cnbc.com) Those buyers are not only looking for headline growth. Fortune’s May 22 report said investors are likely to press for concrete measures of profitability, user growth and infrastructure spending, because OpenAI’s business depends on expensive computing capacity that can scale faster than revenue. ### What number has sharpened the debate over OpenAI’s economics? (cnbc.com) AppleInsider reported on May 22, citing Bloomberg, that OpenAI is losing about $1.25 for every $1 of revenue. That figure has become a shorthand for the company’s core problem as it approaches public markets: high usage does not automatically produce healthy margins in a compute-intensive AI business. (appleinsider.com) CNBC reported on April 28, citing the Wall Street Journal, that OpenAI had fallen short of some of its own revenue and user-growth estimates, raising questions about whether future spending plans can be funded at the pace management had expected. The report said finance chief Sarah Friar had expressed concerns about the company’s ability to fund future compute agreements if a slowdown continued. (appleinsider.com) ### Which disclosures will matter most in an IPO document? User growth will matter because investors will want to know how much of OpenAI’s scale comes from free consumer usage and how much comes from paid subscriptions, developers and enterprise contracts. Infrastructure spending will matter because the company’s cost base is tied to chips, cloud contracts and data-center buildout rather than mostly software labor. Fortune flagged all three categories — profitability, user growth and infrastructure spending — as central to the filing. (cnbc.com) A filing would also force more precision around timing. CNBC said the company could file confidentially as soon as May 22, while other recent reports have pointed to a possible public listing later in 2026. OpenAI said in a statement to CNBC that its focus “remains on execution.” ### What will public-market investors likely compare OpenAI against? Investors are likely to compare OpenAI less with traditional software companies than with other AI vendors facing the same compute burden. (appleinsider.com) AppleInsider’s report contrasted OpenAI’s spending profile with Apple’s lighter AI investment approach, underscoring how differently companies can absorb AI costs. (cnbc.com) The next step is the filing itself. If OpenAI submits a confidential draft to the U.S. Securities and Exchange Commission, bankers, institutional investors and rival AI companies will use that document to judge revenue durability, cost discipline and the scale of future infrastructure commitments. (cnbc.com) (appleinsider.com)