Elon Musk’s bid for OpenAI isn’t about buying it but about disrupting its transition to a for-profit company. OpenAI Inc., the nonprofit, controls OpenAI LP, the capped-profit subsidiary. To convert to a full for-profit entity, OpenAI Inc. must sell its technology and IP to the new company, with regulators determining a fair valuation.

The rumored SoftBank investment at a $260B valuation relies on this transition, but the current estimated valuation is around $150B. Typically, control premiums in such deals range from 20-30%, putting the expected nonprofit payout at $30B-$40B. However, Musk’s $97B bid for OpenAI Inc.’s assets sets a significantly higher valuation, giving regulators a strong argument that the nonprofit should receive much more.

If regulators adopt Musk’s benchmark, OpenAI Inc. would end up with a 62% majority stake, making the transition far more complex or even blocking it entirely. Even though OpenAI won’t accept Musk’s offer, the bid’s primary effect is to make the legal and financial process of going for-profit much more difficult. It’s a strategic move designed to frustrate OpenAI’s leadership, particularly Sam Altman, and potentially derail the entire transition.