SpaceX Seeks Record IPO at $1.75 Trillion Valuation With All-Primary Share Sale

SpaceX, Elon Musk's space company, is preparing an initial public offering that would rank as the largest on record, with the deal structured as a sale of newly issued shares only.

Reuters reported on June 2, citing people familiar with the matter, that SpaceX is preparing to list without any secondary share sale. That means all proceeds from the IPO would go to the company, while existing shareholders would be barred from selling immediately after the listing. They would only be able to sell shares later, after the first quarterly earnings release, through a phased expiration of lockup restrictions.

SpaceX told investors during the initial bookbuilding process that it plans to raise at least $75 billion as the base size of the offering. The greenshoe option, which allows underwriters to sell additional shares if demand exceeds expectations, was set at 15%. Large IPOs typically include some secondary share sales by early investors. SpaceX instead adopted the same structure used by electric-vehicle maker Rivian in 2021, when it went public through an all-primary share sale without stake disposals by Amazon and Ford.

The proposed listing also includes unusual terms that distinguish it from a traditional IPO. Those include early inclusion in the Nasdaq 100 Index and provisions that would effectively give Musk control of the board.

This is the first time SpaceX has formally presented banks with a specific fundraising target and valuation goal following investor meetings. Reuters said the company is considering a preliminary valuation of about $1.75 trillion. SpaceX's IPO roadshow is scheduled to begin on June 4.