What OpenAI’s Restructuring Means for Microsoft, AGI — and a Future IPO

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Speaker 12 Today's number 40. That's how many miles per hour dolphins can swim, one of the fastest animals in the world.

Speaker 12 We initially wrote this joke without a punchline, but we later realized that would defeat the porpoise.

Speaker 12 Welcome to Prof G Markets. I'm Ed Elsa and we are kicking it off with one of our worst jokes in history, but we love it.
It is October 29th. Let's check in on yesterday's market vitals.

Speaker 12 The major indices closed at record highs, driven by new AI deals and strong third quarter earnings.

Speaker 12 NVIDIA led the gains up 5% after making several announcements at its GTC conference, including a partnership with Nokia. Microsoft rose 2% and rejoined the $4 trillion club.
So did Apple.

Speaker 12 More on that in a second. Gold fell to a three-week low as investors maintained optimism for a US-China trade deal.
And all eyes were on the Fed as they kicked off their two-day policy meeting.

Speaker 12 Investors are expecting a 25-basis point cut today.

Speaker 12 Okay, what else is happening? OpenAI is officially going corporate. The company announced that it has completed its long-awaited restructuring and has established its for-profit entity, OpenAI Group.

Speaker 12 This shift gives OpenAI the flexibility to raise billions in new funding, and crucially, it clears the path towards a potential IPO.

Speaker 12 Under the new setup, OpenAI's OpenAI's non-profit arm legally controls OpenAI Group with a 26% equity stake valued at $130 billion. The non-profit also has the power to appoint the company's board.

Speaker 12 Meanwhile, Microsoft, which first invested in OpenAI in 2019, they own roughly 27%.

Speaker 12 The remaining 47% is split among the employees and other investors. The deal solidifies Microsoft's role as a major partner.
It expands Microsoft's rights to use OpenAI's models.

Speaker 12 It also means OpenAI will purchase $250 billion worth of Azure services over time.

Speaker 12 There is a caveat, though, and that is that Microsoft will no longer have a right of first refusal to serve as OpenAI's compute provider.

Speaker 12 That will give OpenAI the freedom to work with other cloud partners. A lot there.

Speaker 12 Here to unpack what this restructuring really means. We are speaking with Alex Heath, author of the Sources newsletter and co-host of the Access podcast.
Alex, good to see you. Good to see you, Ed.

Speaker 12 We want to get your reactions to this OpenAI restructuring, or at least the announcement of the restructuring. It's a little complicated, but that's the nature of OpenAI.

Speaker 12 Give us your read on what this actually means and what we're seeing here. Yeah, a few things.
I mean, for OpenAI top level, it means an IPO is definitely coming.

Speaker 12 I wouldn't be surprised if it happens next year, honestly.

Speaker 12 I think they want to take advantage of the hype.

Speaker 12 And if they didn't have this nonprofit structure, they would have probably gone out this year, is my guess, just given the momentum that they have.

Speaker 12 So that's the OpenAI top level. The Microsoft top level is that Microsoft is essentially traded upside in equity.

Speaker 12 I mean, they still own a significant portion, but they're actually diluting their ownership stake from, I think, 32.5-ish percent to 27%.

Speaker 12 But they extracted $250 billion in Azure contract commitments commitments from OpenAI in return. So basically accepting that dilution and upside on equity for

Speaker 12 this massive Azure buy. So you can read into that how you will.

Speaker 12 And then OpenAg gets a little more flexibility, but not a ton, honestly. They didn't get a ton of concessions from Microsoft on exclusivity.

Speaker 12 They can use different cloud vendors, which they already were, but Microsoft still has exclusive rights to the IP through at least 2030.

Speaker 12 And I guess lastly, lastly, that would be the other top line is we are definitely going to get OpenAI calling AGI by 2030 because a key line in this is that basically by then, they'll have the ability to back out of parts of the exclusivity arrangement with Microsoft if AGI is achieved.

Speaker 12 I have more questions on that. Just on the restructuring non-profit versus for-profit, I think most people know OpenAI

Speaker 12 is slash was a nonprofit, but it's not totally clear to people. Could you just give us like the history of is this a nonprofit or is it not? And what does the history look like?

Speaker 12 Well, the reason this has taken so long for them to do this restructuring and why attorney generals have been looking into it, there's been lawsuits about it.

Speaker 12 Elon has been suing about it is that OpenAI has been this whole time, even the last few years, legally a nonprofit in California.

Speaker 12 And what they've been trying to do is create this public benefit corporation subsidiary, which they finally are now saying they have done, to be able to offer equity like a normal company.

Speaker 12 And for people to understand, I mean, the last time we were really reminded of Open AI being a nonprofit was when Sam Altman was suddenly fired for a weekend a few years ago.

Speaker 12 And it was because the nonprofit board had the ability to do that. And they surprised him and did that.

Speaker 12 Technically, that can still happen under this.

Speaker 12 So the nonprofit, that was a key thing in the deliberations with the Attorneys General in Delaware Delaware and California, is that the nonprofit board is still, from a governance perspective, in control of the for-profit subsidiary.

Speaker 12 So that hasn't really changed. What's changed is that the people on that nonprofit board, I would say, are more friendly to Sam Altman than they were a few years ago.

Speaker 12 And obviously, OpenAI was in a very different phase. But that's the curious part of this is like the governance isn't really changing, but for some reason, this is okay with regulators.

Speaker 12 I mean, the nonprofit is getting a massive stake in Open AI, you know, 26-ish percent stake worth a lot of money. It's the most, you know, technically valuable nonprofit in the country by far.

Speaker 12 But I'll be waiting to see how empowered this nonprofit actually is. Is that fund, are those funds going to be liquid at all?

Speaker 12 Are they going to be something they actually use for social good use cases, whatever? I think all that very much remains to be seen.

Speaker 12 And then another just random part of the set is Sam Altman still does not own any direct equity in Open AI, Even after this restructuring, I think some people were expecting him to get like maybe five, 10% of the company as the face, and he still has no direct equity as far as we know, which is very unusual.

Speaker 12 Just want to read you from the press release. OpenAI was founded in 2015 as a non-profit.
Its mission is to ensure artificial general intelligence benefits all of humanity.

Speaker 12 Today, OpenAI remains a non-profit dedicated to that same mission. So they're still a non-profit, but they own

Speaker 12 the subsidiary. There's a subsidiary that is a for-profit, which they own a stake of.
But there does seem to be a lot of emphasis coming from OpenAI: that no, no, our values haven't changed.

Speaker 12 We're still a non-profit. We're still interested in

Speaker 12 benefiting humanity.

Speaker 12 The for-profit entity is a public benefit corporation. It's a B-corp.
So it's kind of about

Speaker 12 helping people.

Speaker 12 I get my BS meter goes way up when I start hearing about this.

Speaker 12 Okay, so

Speaker 12 I'm glad you agree. We hear about the governance, and you mention that, you know, the board still has, you know, some control.
But I think what is so interesting is that's what they said last time.

Speaker 12 They kicked out Sam Altman when it was tested whether or not this was really about benefiting humanity versus making profits. The board said, No,

Speaker 12 he's flouting safety precautions, and we're going to kick him out. And then they got Sam Altman back in.
They got rid of all of the board directors who didn't like him.

Speaker 12 And now they have a bunch of board directors who do like him who are business leaders and pro AI. To me, it all smells a little bit like BS.
They say it's non-profit. They say it's cap profit.

Speaker 12 Ultimately, this is just a company and they're going to make money. And Sam Altman may not have some equity, but he's going to make money somehow.
Your reactions?

Speaker 12 I think you're right. My BS meter is very high on this as well.
I think, I know he's already a billionaire.

Speaker 12 I know he makes fun of people who ask him this question about like, why don't you have equities? Like, I don't need the money.

Speaker 12 There's that famous clip of him talking to senators where he's like, you know, I do this because I love it. Right.
I get all that.

Speaker 12 At the same time, you are not the face of the hottest company in the world and not owning direct equity in it.

Speaker 12 if you had any say in it there's something weird going on with this that raises the fishy meter for me uh and i assume will come out at some point but i think the big picture here, because this is very confusing as we're saying, like it's still a nonprofit.

Speaker 12 What's really changing? The headline for me this week was the Microsoft relationship changing and how they're going to declare AGI, which was very contentious before.

Speaker 12 Basically, before if OpenAI said, hey, we've got AGI now, then all of a sudden Microsoft would lose. access IP rights to all of OpenAI's products.

Speaker 12 And it would also stop getting 20% of its revenue, which is something that's going to continue. Microsoft is going to continue to be entitled to 20% of OpenAI's revenue.

Speaker 12 And now what's basically happened is there's going to be this independent panel that verifies if AGI has been reached. We don't know who's going to be on that panel, how that governance will work.

Speaker 12 Still a lot of questions there. And then after they say that AGI is achieved, this panel, Microsoft would only then lose access to the research that OpenAI does.

Speaker 12 So basically, research into future models, but Microsoft will continue to have access to the IP. So I guess this post-AGI IP

Speaker 12 is not so important for OpenAI to fight for and have on its own as it was before. They're willing to let that also be used by Microsoft.

Speaker 12 So maybe AGI isn't going to be as transformational as we all thought. It sounds like we're going to see an absolute storm of lawsuits down the road.

Speaker 12 I mean, when we achieve AGI, who's to say what that actually means?

Speaker 12 I think of this as we just see. OpenAI is going to purchase $250 billion worth of compute from Azure, from Microsoft.

Speaker 12 That's in addition to the trillion dollars in spending that they are promising to spend over the next several years.

Speaker 12 I don't know if you saw this Financial Times report, but they basically learned that a lot of the deals that OpenAI is making, they're not even getting legal counsel on these deals.

Speaker 12 In fact, he's giving it to Greg Brockman, who's like

Speaker 12 the technologist and letting him hash out these deals. This looks like the same thing.
So I just want to get your reactions to like, you know, how buttoned up are these deals really?

Speaker 12 That $250 billion number, do you believe that's actually going to happen?

Speaker 12 Do I believe that's going to happen? I mean, do I believe that, you know,

Speaker 12 I'm going to make millions and millions of dollars next year? Like, yes, I believe it. Will it happen? Who knows? I hope so.
That would be awesome.

Speaker 12 I think these numbers, including this 250 billion Azure thing, is like, if everything goes according to plan that's the number then that you should anchor to I would actually say that for all these deals the NVIDIA one the AMD one all these like these big trillion plus numbers are that is what will happen if everything works I think that's like the pie in the sky best case scenario so no I don't I would be shocked if OpenEye actually spends an additional 250 billion with Azure maybe they do maybe I'll eat my words there but yeah these these deals are very much handshake like if it works right now.

Speaker 12 All right, Alex Heath, author of The Sources newsletter, co-host of The Access podcast. And you've got your launch party next week, which I am very excited for.
Yeah, you're going to be there, right?

Speaker 12 I will be. I'm very excited.
It'll be great. Thanks for joining us.
Thanks for having me.

Speaker 12 After the break, a look at Amazon's layoffs. If you're enjoying the show, give Profit Markets a follow.

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Speaker 12 We're back with Profit Markets. Amazon just announced its largest layoff in company history.
The company plans to cut as many as 30,000 white-collar workers in total, or about 10%

Speaker 12 of its corporate staff. The first wave of layoffs started yesterday with an initial 14,000 firings.
Amazon says that the goal is to run Lina in order to fund its AI efforts.

Speaker 12 Ultimately, they hope to, quote, operate like the world's biggest startup. For more on this and Amazon's approach to cutting jobs, we're going to give Scott a call.

Speaker 12 Scott, good to see you. Good to see you, Ed.
We want to get your reactions to this Amazon news. They are cutting as many as 30,000 white-collar jobs, 10% of the corporate staff.

Speaker 12 This is one of the biggest layoffs we've ever seen, certainly the biggest layoffs we've seen in the history of Amazon. Your reactions to the news?

Speaker 14 Well, I think it's important to just set some context. I think hiring is up more than 50% since COVID.

Speaker 14 So while this is definitely a huge layoff, and I don't want to diminish the impact on the people who are getting layoff, what does this take them back? 12 or 24 months? I mean, it's not,

Speaker 14 this isn't,

Speaker 14 you know, it's a dramatic top line or a headline number, but the reality is when you're growing as fast as these companies,

Speaker 14 it's good business practice to occasionally hit the pause button and reevaluate the size of the company. I mean, Alphabet has done this a bunch of times since they went public 20 years ago.

Speaker 14 And the thing that sort of blows me away here

Speaker 14 is that

Speaker 14 I think that Amazon is on the precipice of just an absolute monster quarter in terms of earnings.

Speaker 14 I don't think it'll happen in their next earnings call because they'll have to expense a lot of the severance costs and they'll still effectively be paying most of these people.

Speaker 14 But say the earnings call after the holiday season, I think what we're going to see is a replay of what I think is one of the most seminal earnings calls in history.

Speaker 14 And that's when Meta announced that they had grown their revenue 23%.

Speaker 14 with 20% fewer headcount, taking the earnings up 70%,

Speaker 14 and it just sent the stock skyrocketing. I think that's what Amazon

Speaker 14 is setting up to do. And the other thing to keep in mind is, is this was coming, because if you look at what's happened over the last several years at Meta Alphabet

Speaker 14 and

Speaker 14 I don't know if it's Apple, at Meta and Alphabet, their

Speaker 14 revenue per employee is up between 30 and 60%.

Speaker 14 The revenue per employee at Amazon is off or has declined 25%.

Speaker 14 And I believe that while everyone's talking about ai

Speaker 14 the killer application of ai may not be

Speaker 14 you know getting therapy or trying to figure out you know how to power an uber without the driver in front it might be making automation more efficient and that much more productive and bringing down the cost of automation so the ultimate application

Speaker 14 of ai might be robotics And Amazon has been making these huge investments early and often. And I think that are on the verge of recognizing the return on that.

Speaker 14 And

Speaker 14 it's also kind of an interesting evolution of the company because the thing that has driven margin expansion for Amazon has been AWS and Amazon Media Group, which is basically forcing third-party retailers to buy ads on their platform, which, as you can imagine, has extraordinary margins.

Speaker 14 But I now believe they're turning their focus back on their biggest business by gross dollar revenue, and that's their retail business.

Speaker 14 And they're about to show remarkable remarkable efficiencies at the hands of automation. So

Speaker 14 the net net is last year, every year we do a predictions deck. Last year we predicted and we like to pick our big tech stock of the year.

Speaker 14 Last year we picked Alphabet because it was trading at a P of 17 versus the average of 24 at the SP. Stock is up 60%.

Speaker 14 Amazon's a relative underperformer, only up 20%, which is not that amazing given the kind of the acceleration in the broader market. I think our pick this year for 26 is going to be Amazon.

Speaker 14 I think Amazon is about to, in two earnings calls, announce a meta-like earnings call from last year.

Speaker 12 Yeah, meanwhile, trading at its lowest multiple in many years. The layoffs, is it AI? I mean, you mentioned that there's the bloat that we saw

Speaker 12 after COVID. A lot of these companies are hiring.
Now they're going to get rid of 30,000 jobs.

Speaker 12 Is that AI replacing them, you think?

Speaker 14 Yeah, I think it's essentially productivity. I mean,

Speaker 14 if you look at Europe, Europe was at $45 per employee in 1995, and the U.S. was at $45 per employee.
As we sit here today on an inflation-adjusted basis, the U.S. is at $70

Speaker 14 and Europe is at 45. And is it because

Speaker 14 American workers are working harder? No, it's because they are armed with technology to make them more productive.

Speaker 14 So the remaining Amazon employees, which is still an enormous employee base, I think they're now the largest employer outside of the armed services.

Speaker 14 I think they're the largest employer in America, is about to get much more productive. And I think to your point, I think Amazon trades at its five-year average P is like 60 and it's down to 30 or 33.

Speaker 14 So it looks relatively cheap for a company that's the second biggest retailer in the world, growing faster than any other, you know, growing faster than Walmart with the number one cloud unit and also, you know, throw in,

Speaker 14 throw in rocket launch capabilities. It might end up being a big growth vehicle.

Speaker 14 But this is, I think Amazon is poised to be, to sort of catch up, if you will, and recognize kind of some of that monster growth.

Speaker 14 The existential threat that has taken their PE from whatever it is, 60 to 33, has been that their dominant position in the cloud

Speaker 14 feels threatened because the AI component or the AI capabilities of their cloud offering are reportedly substandard to say a Gemini or what Microsoft, Azure is offering.

Speaker 14 But I think Andy Jassy doesn't get the credit he deserves as an operator. I would describe kind of Bezos as a jobs-like visionary and Jassy as a Tim Cook-like

Speaker 14 operator. I think he's just very focused on the blocking and tackling.

Speaker 14 I think they're setting themselves up for an absolute explosion in earnings.

Speaker 12 All right. Thank you, Scott.
Appreciate your time.

Speaker 14 All right, brother. Good night.

Speaker 12 Nearly 50 years after its founding, Apple is officially a $4 trillion company. The iPhone maker reached that milestone yesterday for the first time ever.

Speaker 12 It joins Microsoft and Nvidia as the only companies in history to hit $4 trillion in market cap. Now,

Speaker 12 what pushed it to $4 trillion yesterday? Actually, not much. The stock rose only 0.1%.

Speaker 12 It was already teetering at $4 trillion. The real rally actually happened last week when a company called Counterpoint Research published a research report on iPhone sales.

Speaker 12 a report that Wall Street was quite happy about. The report basically found that in the 10 days after the release of the new iPhone 17, sales were up 14%

Speaker 12 compared to the release of the previous iPhone, the iPhone 16. And basically that news restored investors' faith, not just in the iPhone, but also in Apple itself, the long-term potential of Apple.

Speaker 12 The iPhone is the engine of the company and it appears sales are going up. So that's what drove the stock up.
The market was very excited about this report and what it says about Apple's future.

Speaker 14 Fair enough.

Speaker 12 We, however, take a different view. We were actually less impressed by this report in which we learned that it's actually sales volume that is up 14%, i.e.

Speaker 12 they're selling more devices, but not necessarily generating more dollars. And the reason that is important is because the main driver of that growth was volume sales of the cheaper model.

Speaker 12 In other words, many consumers of the iPhone appear to be downgrading. So the questions you have to ask here are, one,

Speaker 12 will this translate to a meaningful increase in revenue? Not totally clear.

Speaker 12 And two, how much does a third-party report on the first 10 days of sales actually tell you about the long-term trajectory of the business? And does it warrant this valuation?

Speaker 12 And does it warrant $4 trillion in market cap?

Speaker 12 We're not so sure. So yes, Apple hit $4 trillion.
And yes, investors are optimistic, but we think the company is still overvalued.

Speaker 12 And we don't think this justifies a higher multiple than every other big tech company. Why? Well, there are still some major question marks for Apple.
For one, there's AI.

Speaker 12 Apple is behind on AI, not just in terms of spending, they've spent 12 billion, the others have spent nearly 400 billion, but also in terms of performance.

Speaker 12 Siri 2.0, which was supposed to be the future of AI at Apple, that is still nowhere to be found. Meanwhile, they are losing talent.

Speaker 12 Several executives working on Apple's AI, they have been poached by Meta, including the leader of the foundational model team.

Speaker 12 And this is important because Apple's growth opportunities are quite slim. The iPhone has basically hit critical mass.

Speaker 12 In fact, their share of global phone shipments is actually lower than it was in the 2010s. Meanwhile, their watch sales have been falling, down 20% last year.

Speaker 12 And the growth engine that they pitched us, that is the Vision Pro headset, the VR AR headset, that has been... a total flop.
An estimated half million units have been sold.

Speaker 12 That is essentially a rounding era era for Apple, and the plans for the Apple Vision Pro 2 have actually been abandoned.

Speaker 12 Now, this isn't to say that Apple isn't one of the most impressive and dominant companies in the world and in history, really. And this isn't to take away from that $4 trillion milestone.

Speaker 12 It is incredible. But we do want to be clear about where we stand right now.
The company is now trading at 37 times earnings.

Speaker 12 It's trading at a higher multiple than any of the Mag 7 stocks apart from Tesla. It is being valued as if it were a growth company.
But it isn't a growth company. It's a legacy company.

Speaker 12 And this research report, promising as it is, doesn't do much to dispute that central point. The company will report earnings this week.
Perhaps they'll tell us something new.

Speaker 12 Perhaps they'll tell us something very impressive that will change our minds. But for now, our position remains the same.
We are not very bullish on Apple, not at 4 trillion.

Speaker 12 If we had to invest in a Mag 7 stock, the last on our list would be Tesla, but second to last would be Apple.

Speaker 12 Okay, that's it for today. This episode was produced by Claire Miller, edited by Jill Patterson, and engineered by Benjamin Spencer.
Our associate producer is Alison Weiss.

Speaker 12 Our research team is Dan Shallon, Isabella Kinsel, Kristen O'Donoghue, and Mia Silverio. And our technical director is Drew Burroughs.
Thank you for listening to ProfG Markets from ProfG Media.

Speaker 12 If you liked what you heard, give us a follow. I'm Ed Elson.
I will see you tomorrow.

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