SpaceX filed its S-1 publicly on May 20, weeks after a confidential April 1 submission, setting in motion what would be the largest IPO in history. The company is seeking to raise up to $75 billion at a valuation of at least $1.75 trillion, trimmed from the above-$2 trillion target it floated in April (a cut Musk has publicly disputed, and one that could still move with investor demand). Formal marketing is expected to begin as soon as June 4, with pricing as early as June 11 and a Nasdaq debut targeted for June 12, under the ticker SPCX. Goldman Sachs won the coveted lead-left slot, with Morgan Stanley second and Bank of America, Citigroup and JPMorgan filling out the top of a syndicate of more than 20 banks, none of them European.
As expected, Musk keeps the keys. The offering uses a dual-class structure: public Class A shares carry one vote each, while insider Class B shares carry ten, leaving Musk with about 85% of the voting power and SpaceX classified as a “controlled company” under Nasdaq rules, which exempts it from several governance requirements. Public investors are buying the economics, not a say in how the company is run.
The more revealing detail sits in the use-of-proceeds section. Of the expected haul, about $62.8 billion, the bulk of the proceeds, is already spoken for, pre-pledged to third parties including early backer Valor Equity, creditors tied to Musk’s X and xAI, and EchoStar for a spectrum purchase. A separate disclosure flags a $20 billion bridge loan that must be repaid within six months of the listing. Strip that out and less than $18 billion of fresh capital is actually left to grow the business. For all the talk of funding the next chapter, much of this record raise is a debt refinancing.
The numbers underneath are a study in contrasts. SpaceX booked $18.7 billion of revenue in 2025, with Starlink now around 61% of the top line and the only consistently profitable unit. That base is set to jump, though by how much is contested. In a deal disclosed in the filing, Anthropic agreed to pay SpaceX $1.25 billion a month for access to the Colossus and Colossus II AI clusters and their 220,000-plus GPUs. The S-1 frames the fee as running through May 2029, which Bloomberg put at nearly $45 billion over roughly three years, about $15 billion a year, enough on its own to almost double SpaceX’s current revenue. But Musk has since publicly called it a 180-day lease with 90-day mutual cancellation, a maximum of roughly $7.5 billion, and said the short term “was our request.” That $37.5 billion gap between the filing’s implied commitment and Musk’s description is a live disclosure question as the roadshow opens. Yet the group still posted a $4.28 billion net loss in the first quarter of 2026 and carries an accumulated deficit north of $41 billion, much of it tied to the xAI ambitions Musk has folded into the story. The pitch is no longer just rockets; it is rockets, satellite internet, and a capital-hungry AI bet, increasingly funded by selling compute to other AI labs.
Not everyone is buying it. New Constructs’ David Trainer called the valuation “mathematically indefensible” and told Fortune his firm recommends investors avoid the deal, warning that “in order to compete with the hyperscalers, SpaceX will have to spend like the hyperscalers,” and could end up “diluting investors with additional capital raises in short time.” Prediction markets are less bearish: traders put a 98% chance on SpaceX closing above a $1 trillion market cap, and roughly 72% on clearing $2 trillion.
Either way, a deal this size bends the whole market around it. It rewrites the equity capital markets league tables in a single print, hands Goldman a marquee mandate, and pulls a wall of institutional money toward one name, leaving the rest of a crowded 2026 IPO pipeline to fight for whatever attention and capital is left.