# OpenAI–SoftBank $40 billion funding round

The OpenAI–SoftBank $40 billion funding round was a private financing agreement announced on March 31, 2025, under which [SoftBank Group](https://www.edgepedia.org/softbank-group) agreed to lead up to $40.0 billion (about JPY 5.98 trillion) of investment in OpenAI Global, LLC, at a pre-money valuation of $260.0 billion and a post-money valuation of roughly $300 billion. At announcement it was the largest private fundraising by a technology company on record, and the final aggregate commitment, after co-investors joined, reached $41.0 billion by the second closing on December 26, 2025.<sup>[1](https://group.softbank/en/news/press/20250401)</sup><sup> • </sup><sup>[2](https://group.softbank/en/news/press/20251231)</sup><sup> • </sup><sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup>

| Fact | Detail |
|---|---|
| Announced | March 31, 2025 (U.S. time)<sup>[1](https://group.softbank/en/news/press/20250401)</sup> |
| Size | Up to $40.0bn at signing; final aggregate commitment $41.0bn after upsized co-investment<sup>[1](https://group.softbank/en/news/press/20250401)</sup><sup> • </sup><sup>[2](https://group.softbank/en/news/press/20251231)</sup> |
| Valuation | $260bn pre-money, about $300bn post-money<sup>[1](https://group.softbank/en/news/press/20250401)</sup> |
| Structure | $10bn first closing April 2025; second closing up to $30bn in December 2025<sup>[1](https://group.softbank/en/news/press/20250401)</sup> |
| Instrument | Convertible Interest Rights convertible into convertible preferred shares with 1x liquidation preference<sup>[1](https://group.softbank/en/news/press/20250401)</sup> |
| Condition | Second tranche reduced to $10bn if the "Funding Conditions" (recapitalization of OpenAI's economic waterfall) were not met by end-2025 or, in certain circumstances, early 2026<sup>[1](https://group.softbank/en/news/press/20250401)</sup> |
| Outcome | Second closing of $22.5bn completed December 26, 2025; SoftBank stake about 11%<sup>[2](https://group.softbank/en/news/press/20251231)</sup> |

## What the deal was

SoftBank's April 1, 2025 announcement set out the headline terms: a definitive agreement with OpenAI Global, LLC for follow-on investments of up to $40.0 billion, priced at a $260.0 billion pre-money valuation, implying roughly $300 billion post-money. SoftBank planned to syndicate $10.0 billion of the total to co-investors, for an effective SoftBank investment of up to $30.0 billion.<sup>[1](https://group.softbank/en/news/press/20250401)</sup> CNBC, citing PitchBook, reported that the $40 billion was nearly three times the previous largest private technology raise.<sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup>

The payment schedule split the money across the year: a first closing of $10.0 billion in April 2025, and a second closing of up to $30.0 billion in December 2025.<sup>[1](https://group.softbank/en/news/press/20250401)</sup> In the event, the first closing was $7.5 billion through SoftBank Vision Fund 2, and co-investor participation came in oversubscribed and upsized at $11.0 billion, lifting the final aggregate commitment to $41.0 billion.<sup>[2](https://group.softbank/en/news/press/20251231)</sup>

## Terms and conditions

The securities were unusual for a venture round. Investors acquired Convertible Interest Rights, convertible into convertible preferred shares of a new entity carrying a 1x liquidation preference once the Funding Conditions were met, and auto-converting into common stock on an IPO.<sup>[1](https://group.softbank/en/news/press/20250401)</sup>

The Funding Conditions were the round's central string. SoftBank's disclosure stated that the second tranche would be reduced to $10.0 billion if the conditions, a recapitalization of OpenAI's economic waterfall, were not met by the end of 2025 or, in certain circumstances, early 2026.<sup>[1](https://group.softbank/en/news/press/20250401)</sup> Reuters and CNBC characterized this as contingent on OpenAI transitioning to a for-profit structure by the end of the year; CNBC reported, citing SoftBank's updated disclosure, that SoftBank's total investment could fall to as low as $20 billion if OpenAI did not restructure by December 31.<sup>[4](https://www.reuters.com/technology/artificial-intelligence/openai-raise-40-billion-softbank-led-new-funding-2025-03-31/)</sup><sup> • </sup><sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup> The two descriptions differ in precision: SoftBank's own language describes a recapitalization of the economic waterfall, while the press described it as a for-profit conversion.

The syndicate at announcement included Microsoft, OpenAI's core investor, alongside Coatue, Altimeter, and Thrive.<sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup>

## Why SoftBank, why OpenAI

SoftBank positioned OpenAI as its most important partner. It had already invested $2.2 billion through SoftBank Vision Fund 2 since September 2024, and the April 2025 payment was expected to be financed through borrowings from Mizuho Bank, among other institutions, meaning the round was substantially debt-funded on SoftBank's side.<sup>[1](https://group.softbank/en/news/press/20250401)</sup> SoftBank framed the investment around its mission to realize Artificial Super Intelligence, calling OpenAI the partner closest to achieving AGI.<sup>[1](https://group.softbank/en/news/press/20250401)</sup> No source in the record carries [Masayoshi Son](https://www.edgepedia.org/masayoshi-son)'s own stated rationale beyond this framing.

OpenAI said the money would fund advancing AI research, expanding computational infrastructure and enhancing its tools.<sup>[4](https://www.reuters.com/technology/artificial-intelligence/openai-raise-40-billion-softbank-led-new-funding-2025-03-31/)</sup> At signing, ChatGPT had 500 million weekly users, up from 400 million the prior month, and OpenAI expected revenue to triple to $12.7 billion by the end of 2025.<sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup>

## By the numbers

The $300 billion valuation was almost double OpenAI's previous $157 billion valuation from its October 2024 raise.<sup>[5](https://www.bloomberg.com/news/articles/2025-03-31/openai-finalizes-40-billion-funding-at-300-billion-valuation)</sup> Per PitchBook data compiled by CNBC, the largest private deals before it were [Ant Group](https://www.edgepedia.org/ant-group)'s $14 billion raise in 2018, Juul Labs' $12.8 billion in 2018, DiDi Global's $10.8 billion in 2019, [Databricks](https://www.edgepedia.org/databricks)' $10 billion in December 2024, and OpenAI's own $10 billion round in 2023.<sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup>

Among AI companies specifically, Crunchbase News noted comparators including xAI's $6 billion November 2024 Series C at a reported $50 billion valuation, Anthropic's $3.5 billion March 2025 round at a $61.5 billion valuation, and Databricks' $10 billion Series J at a $62 billion valuation. At $300 billion post-money, OpenAI became by far the most valuable private venture-backed company founded in the past 10 years, per the agreement's conditions; SpaceX remained the most highly valued U.S. private venture-backed company overall, at a reported $350 billion in a late-2024 secondary sale.<sup>[6](https://news.crunchbase.com/venture/softbank-openai-historic-startup-financing-ai-unicorn/)</sup>

## Stargate and the strategic linkage

SoftBank had announced the Stargate Project together with OpenAI on January 21, 2025, to build dedicated AI infrastructure for OpenAI in the United States; Stargate is a joint venture between SoftBank, OpenAI and Oracle.<sup>[1](https://group.softbank/en/news/press/20250401)</sup><sup> • </sup><sup>[7](https://www.cnbc.com/2025/02/07/softbank-set-to-invest-40-billion-in-openai-at-260-billion-valuation-sources-say.html)</sup> About $18 billion of the funding was expected to go toward OpenAI's commitment to Stargate, according to a person familiar with the matter cited by CNBC.<sup>[3](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)</sup> That overlap, SoftBank investing in OpenAI while a large share of the money flows back to a SoftBank-linked infrastructure venture, drew attention, though no source in the record analyzes it as circular financing explicitly.

## Consequences and what happened through December 2025

The round funded on schedule. SoftBank completed the first closing in April 2025 with $7.5 billion through SoftBank Vision Fund 2.<sup>[2](https://group.softbank/en/news/press/20251231)</sup> On December 26, 2025 (U.S. time), it completed an additional investment of $22.5 billion at the second closing, fully satisfying its March 2025 commitment; with the upsized $11.0 billion from third-party co-investors, the final aggregate commitment of $41.0 billion was fully funded, and SoftBank's aggregate ownership interest reached approximately 11%.<sup>[2](https://group.softbank/en/news/press/20251231)</sup> Reuters reported the completion came days after SoftBank unveiled a $4 billion deal to buy digital infrastructure investor DigitalBridge Group.<sup>[8](https://www.reuters.com/business/media-telecom/softbank-has-fully-funded-its-40-billion-investment-openai-cnbc-reports-2025-12-30/)</sup>

The valuation moved upward between the closing and the second tranche. A secondary stock sale completed in October 2025 valued OpenAI at around $500 billion, according to PitchBook data, well above the ~$300 billion post-money valuation of this round.<sup>[8](https://www.reuters.com/business/media-telecom/softbank-has-fully-funded-its-40-billion-investment-openai-cnbc-reports-2025-12-30/)</sup>

## References

1. [Announcement Regarding Follow-on Investments in OpenAI | SoftBank Group Corp.](https://group.softbank/en/news/press/20250401)
2. [Completion of Additional $22.5 Billion Investment in OpenAI | SoftBank Group Corp.](https://group.softbank/en/news/press/20251231)
3. [OpenAI closes $40 billion funding round, record for private tech deal, CNBC](https://www.cnbc.com/2025/03/31/openai-closes-40-billion-in-funding-the-largest-private-fundraise-in-history-softbank-chatgpt.html)
4. [OpenAI to raise $40 billion in SoftBank-led round to boost AI efforts, Reuters](https://www.reuters.com/technology/artificial-intelligence/openai-raise-40-billion-softbank-led-new-funding-2025-03-31/)
5. [OpenAI Finalizes $40 Billion SoftBank-Led Funding at $300 Billion Valuation, Bloomberg](https://www.bloomberg.com/news/articles/2025-03-31/openai-finalizes-40-billion-funding-at-300-billion-valuation)
6. [SoftBank And OpenAI Make History With Largest Startup Financing Ever, Crunchbase News](https://news.crunchbase.com/venture/softbank-openai-historic-startup-financing-ai-unicorn/)
7. [Softbank set to invest $40 billion in OpenAI at $260 billion valuation, sources say, CNBC](https://www.cnbc.com/2025/02/07/softbank-set-to-invest-40-billion-in-openai-at-260-billion-valuation-sources-say.html)
8. [SoftBank completes $41 billion investment in OpenAI, deepening bet on AI, Reuters](https://www.reuters.com/business/media-telecom/softbank-has-fully-funded-its-40-billion-investment-openai-cnbc-reports-2025-12-30/)

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*Topic: Encyclopedia › Technology and the built world › Computing and digital systems › Modern AI: foundation models, generative AI, and the AI industry › AI companies, people, and products › AI funding, deals, and markets › AI funding rounds and valuations*

*Initially written Sep 17, 2026 · Edited: Oct 11, 2026; Oct 15, 2026*

*Copyright 2026 EdgeChat AI, a subsidiary of Biostate AI.*

License: Edgepedia Community License 1.0, https://www.edgepedia.org/edgepedia/license
