SB Energy has not yet launched a single data center, but has already secured contracts for nearly 9 gigawatts of computing capacity and is preparing for an IPO valued between $5 billion and $7 billion. Its most critical move was granting OpenAI a warrant valued at $5.5 billion in exchange for a 20-year superlease.
According to draft IPO documents reviewed by The Wall Street Journal, SB Energy, a subsidiary of SoftBank Holdings, granted a batch of warrants to OpenAI to secure it as a super data center customer, with a current valuation of approximately $5.5 billion. SB Energy may publicly file its IPO application as early as this week, with plans to list as soon as next month and raise between $5 billion and $7 billion.
$5.5 billion for a super client
SB Energy, originally focused on developing solar and energy storage projects, is now aggressively entering the AI data center market. Although it currently has no data centers in official operation, approximately 800 megawatts of capacity are under construction, and it has already signed contracts for nearly 9 gigawatts of data center capacity.
The most important client is OpenAI. This month, OpenAI signed 17 lease agreements with SB Energy, securing approximately 8 gigawatts of computing capacity for a large-scale project in southern Ohio. The project has a lease term of up to 20 years, with the first facilities expected to be delivered starting in 2028.
For SB Energy, the value of this contract extends far beyond future rent. Building a data center requires substantial capital, and a developer without any projects yet in operation would significantly enhance its ability to secure financing if it could demonstrate to banks, bond investors, and IPO investors that OpenAI has signed a 20-year lease.
This is also a key reason why SB Energy is willing to offer OpenAI a substantial equity incentive. In simple terms, SB Energy exchanges future potential equity for long-term orders from OpenAI, then uses those orders to secure financing for data center construction.
Currently, SB Energy’s data center business has not generated any revenue, but the company is preparing to disclose that it has over $400 billion in contracted backlog. The vast majority of future capacity comes from the尚未建成的 southern Ohio campus.
OpenAI is both a customer and a shareholder.
The relationship between the two parties is not merely that of tenant and developer.
Earlier this year, OpenAI invested $500 million in SB Energy. After the IPO, OpenAI is expected to hold a low single-digit percentage of SB Energy’s shares, while retaining its warrants. The higher SB Energy’s valuation, the greater the potential value of these warrants to OpenAI.
Meanwhile, SB Energy has also committed to purchasing at least $50 million worth of OpenAI’s software and services, including ChatGPT Enterprise, by 2028.
This means OpenAI holds three roles simultaneously: a data center customer of SB Energy, a shareholder of the company, and a warrant holder; in turn, SB Energy becomes a software customer of OpenAI.
This alignment of interests has even been reflected in SB Energy's financial statements. The company's revenue for the first half of 2026 reached approximately $1.4 billion, a 66% year-over-year increase, primarily driven by its solar and energy storage businesses; however, its net loss widened from approximately $2.5 billion in the same period last year to $32 billion.
A major reason for the significant increase in losses is the revaluation of the warrant liability. As the valuation of SB Energy increased, the warrants held by OpenAI rose in value from $3.6 billion to $5.5 billion, requiring SB Energy to recognize a larger financial liability and loss on its books.
Thus, an counterintuitive phenomenon has emerged: SB Energy's increased valuation may actually widen its book losses.
NVIDIA has added another layer of security to its financing.
NVIDIA (NVDA.O) also plays a key role in the entire financing structure.
According to the latest IPO prospectus, NVIDIA has committed to investing $3 billion through two private placements related to SB Energy’s listing, one of which allows it to purchase shares at a 10% discount to the IPO offering price.
More importantly, the Ohio project’s ability to secure large-scale financing largely depends on NVIDIA’s remaining value guarantee. According to filings NVIDIA submitted to the U.S. Securities and Exchange Commission, the current guarantee covers approximately 4.25 gigawatts of IT load, and NVIDIA may also choose to support an additional approximately 3.8 gigawatts, bringing the maximum cumulative payment obligation under the initial arrangement to $105 billion.
This does not mean NVIDIA directly provides SB Energy with $105 billion in cash. The obligation is only triggered under specific circumstances, such as OpenAI's bankruptcy, lease default, or failure to meet payment obligations, and its primary purpose is to reduce the risk borne by the project's financiers.
Thus, a highly interconnected capital chain gradually formed. SoftBank controls SB Energy and also invests in OpenAI; OpenAI invests in SB Energy, signs a 20-year data center lease agreement, and receives warrants worth $5.5 billion; NVIDIA invests in SB Energy and provides credit support for project financing; SB Energy, in turn, purchases software from OpenAI.
This is also the most noteworthy aspect of this IPO filing. SB Energy is converting OpenAI’s massive future computing needs into long-term contracts, and then turning those contracts into financing credit required for data center construction.
This model indeed accelerates AI infrastructure development, but it also increasingly blurs the lines between customers, suppliers, shareholders, and guarantors. Whether SB Energy can fulfill its over $400 billion backlog ultimately depends on whether the Ohio project secures funding, power, and equipment as planned, and whether OpenAI can consistently meet its substantial lease commitments over the long term.
