Elon Musk Offers Conditions to Withdraw OpenAI Acquisition Bid

Elon Musk has reportedly set specific conditions for withdrawing his bid to buy OpenAI, stating that he will step back if the company returns to its nonprofit mission, as originally intended when he co-founded it.

Musk’s Conditions for Backing Out

According to a new legal filing from Musk’s attorney, submitted to a California federal court on February 12, Musk is willing to withdraw his offer if OpenAI’s board commits to maintaining its nonprofit status and halts its transition toward a for-profit model.

“If the OpenAI board is willing to maintain its nonprofit mission and agree to remove the ‘for sale’ designation from its operating model by stopping the transition, Musk will withdraw his offer,” the filing states, as reported by The Wall Street Journal (WSJ).

So far, neither Musk nor OpenAI has made an official statement regarding the matter.

Sam Altman’s Response to Musk’s Bid

On the same day, OpenAI CEO Sam Altman filed a counter-document in the same California court, urging Judge Yvonne Gonzalez Rogers to consider Musk’s $97.5 billion offer, which was submitted two days earlier.

Altman argued that Musk’s actions contradict his own claims, as the billionaire is simultaneously fighting OpenAI’s efforts to generate revenue while also making an acquisition bid. Altman asked the judge to intervene and stop the process.

In response, Musk’s attorney Marc Toberoff dismissed Altman’s argument as “completely irrelevant,” stating that it would distract from the key issues.

The Evolution of OpenAI’s Structure

OpenAI was founded in December 2015 by Musk, Altman, and several others as a nonprofit organization with the mission of advancing artificial intelligence for the benefit of humanity. At the time, OpenAI’s research was publicly committed to having “no financial obligations.”

However, by 2019, OpenAI established a for-profit subsidiary—now known as OpenAI LP—to attract capital and investment while still being overseen by the nonprofit OpenAI Nonprofit. The nonprofit serves as the parent organization, ensuring that OpenAI’s original mission remains intact.

Then, in December 2023, OpenAI announced another structural shift, stating that it planned to reorganize its for-profit subsidiary into a Delaware-based public benefit corporation. This move aimed to further increase funding opportunities, allowing OpenAI to compete with other AI powerhouses while still maintaining a nonprofit influence through its parent entity.

Musk’s Increasing Opposition to OpenAI’s Profit Shift

Musk has become one of the most vocal critics of OpenAI’s shift toward a for-profit model, claiming that it contradicts the company’s original mission.

His legal battle with OpenAI escalated in 2023 when he filed a lawsuit against the company he co-founded, alleging that Altman misled him into believing OpenAI would always remain nonprofit. Musk argues that the company’s current trajectory deviates from what he initially agreed to support.

On February 10, Musk took an even more aggressive step, offering $97.5 billion to acquire all of OpenAI’s nonprofit assets. The move has been described as “a dramatic escalation in Silicon Valley’s most intense AI rivalry.”

Altman’s Perspective: A Strategic Disruption?

Altman has publicly dismissed Musk’s actions, suggesting that the bid is simply a tactic to disrupt OpenAI’s momentum.

“I have nothing to say. I mean, it’s ridiculous,” Altman told Reuters during the AI Summit in Paris on February 11. “The company is not for sale. This is another one of his tactics to try to disrupt us.”

Speaking with Bloomberg, Altman also offered a personal take on Musk’s motivations: “He has probably been in a position of insecurity his whole life. I don’t think he’s a happy person. I really feel sorry for him.”