Microsoft, OpenAI Outline New Deal as Restructuring Looms

Paul Jackson

September 12, 2025

Key Points

  • Microsoft and OpenAI sign a non-binding agreement to revise partnership terms.
  • OpenAI moves toward for-profit conversion, targeting $500 billion valuation.
  • Microsoft seeks continued tech access as OpenAI adds new cloud partners.

A New Chapter in One of AI’s Biggest Alliances

Microsoft (MSFT) and OpenAI have entered a non-binding agreement aimed at redefining their partnership terms, setting the stage for OpenAI to formally transition into a for-profit entity. The move marks a pivotal moment in one of the most significant tech alliances powering the generative AI wave.

Though specifics remain undisclosed, both companies noted that a definitive agreement is in the works. This restructuring could enable OpenAI to pursue its long-term ambitions, including raising capital under a traditional corporate structure and preparing for a potential IPO.

Microsoft’s Investment and Shifting Role

Microsoft first invested $1 billion in OpenAI in 2019, followed by a $10 billion commitment in early 2023. The tech giant gained exclusive distribution rights to OpenAI’s tools through Azure and was designated OpenAI’s sole compute provider under the original deal.

However, that exclusivity has softened. OpenAI is now pursuing its own infrastructure project, Stargate, and has inked cloud deals with Oracle and Google worth $300 billion collectively. The diversification suggests OpenAI is preparing for broader operational independence.

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OpenAI’s Strategic Evolution and Capital Goals

OpenAI’s revenue is growing rapidly, reportedly reaching into the billions. The company is targeting a $500 billion valuation in private markets. Its nonprofit arm would receive more than $100 billion under that structure, per a memo from board chairman Bret Taylor. This could position OpenAI as one of the most capitalized nonprofit-origin firms in history.

Microsoft, meanwhile, is keen to retain access to OpenAI’s technology, especially as both firms chase breakthroughs in artificial general intelligence (AGI). Under existing terms, OpenAI declaring AGI would terminate the partnership.

Regulatory Watch and Competitive Dynamics

The restructuring still faces legal hurdles. Attorneys general in California and Delaware must approve the conversion. OpenAI hopes to complete the process by year-end to avoid losing billions in contingent funding.

Although allies, Microsoft and OpenAI increasingly compete in the AI landscape. Microsoft is developing proprietary models to reduce its reliance on OpenAI’s tech stack, while both companies roll out overlapping products for enterprise and consumer markets.

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Final Take: AI Giants Rewriting the Rules

This non-binding agreement signals a power shift in AI’s most-watched partnership. As OpenAI seeks autonomy and scale, Microsoft is maneuvering to protect its early investment and future access. Investors should watch how regulatory approvals and finalized terms shape the next phase of AI commercialization.

Disclaimer

This article is for informational purposes only and does not constitute investment or legal advice. Always consult with a qualified professional before making financial decisions.

Author

Paul Jackson

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