Original Author: Bao Yilong
Original Source: Wall Street CN
SpaceX has formally submitted its prospectus to the U.S. Securities and Exchange Commission, marking what will be the largest IPO in history and potentially making founder Elon Musk the world's first individual with a net worth exceeding one trillion dollars.
The prospectus dated May 20th shows that SpaceX generated full-year 2025 revenue of $18.7 billion, a 33% year-over-year increase, but with a net loss of $4.9 billion. First-quarter 2026 revenue was approximately $4.7 billion, with a net loss of $4.3 billion.
The prospectus did not disclose the planned fundraising size; details such as pricing range will be announced in subsequent filings.
The company intends to use the IPO proceeds primarily to repay a $20 billion interim bridge loan and to expand AI computing infrastructure, upgrade launch platforms, and scale its satellite constellation.
As mentioned by Wall Street CN, the core highlights of this listing lie in SpaceX's space launch, Starlink satellite broadband, and the integrated AI business following the acquisition of xAI.
The prospectus shows that the Connectivity business has achieved scale profitability, but the AI segment remains in a phase of heavy investment losses, with its capital expenditure far exceeding the sum of the other two segments.
Simultaneously, Musk will hold approximately 85.1% of voting rights post-IPO. According to Bloomberg data, Musk's current net worth is about $667 billion. If SpaceX ultimately lists with a $2 trillion valuation, combined with his Tesla holdings, his personal wealth could surpass the $1 trillion mark for the first time.
Starlink Supports Revenue Base, AI Investment Drags Profitability
SpaceX divides its business into Space, Connectivity, and AI segments, with financial performance showing significant divergence.
The Connectivity segment, centered on the Starlink satellite internet service, is currently the company's only profitable business.
In the first quarter of this year, Starlink achieved revenue of $3.26 billion, accounting for 69% of total company revenue, with operating profit reaching $1.19 billion.
As of the prospectus filing, Starlink had reached 10.3 million global users, doubling from 5 million a year ago. However, the company also noted that with an increasing proportion of users outside North America and the promotion of lower-priced plans, the Average Revenue Per User is declining.
The Space segment reported a Q1 operating loss of $619 million. The prospectus shows that SpaceX has cumulatively invested over $15 billion in the Starship heavy-lift rocket, with approximately $3 billion spent in 2025 alone. The 12th test flight of Starship is expected to occur this week.
The AI segment incurred a Q1 operating loss of $2.5 billion, becoming the biggest factor dragging down the company's overall profitability. In the first quarter of this year, AI-related capital expenditures reached $7.7 billion, accounting for over 75% of the company's total $10.1 billion capex. Full-year 2025 AI capex was about $12.7 billion, nearly doubling year-over-year.
Ground Data Centers Remain Main Battleground, Orbital Compute Still on the Blueprint
When Musk merged xAI into SpaceX in February this year, he cited solar-powered orbital data centers as one of the core rationales, claiming that the cost of operating compute in space would be lower than on Earth within three years.
However, the prospectus reveals that xAI is currently still massively expanding ground-based facilities powered by natural gas turbines, including a transaction valued at approximately $2 billion.
The prospectus clearly states that SpaceX's ability to expand data center infrastructure depends on turbine supply, natural gas access, and regulatory permits.
Nevertheless, SpaceX still positions orbital AI computing satellites as the next major growth engine in the prospectus, with plans to begin deployment as early as 2028.
The company wrote in the prospectus:
Orbital AI computing is an extremely challenging technological problem. We believe we are the only company with a commercially viable path to build orbital AI computing capabilities at scale.
The prospectus indicates that achieving this goal crucially depends on the Starship rocket achieving its stated performance objectives to enable economically viable orbital deployment.
SpaceX has applied to the U.S. Federal Communications Commission for permission to launch up to 1 million satellites. These satellites would be equipped with GPUs and powered by solar energy, forming a space-based data center network serving AI projects.
The company estimates the total addressable market to be as high as $28.5 trillion, with the AI opportunity accounting for approximately $26.5 trillion, spanning multiple directions such as space-based data centers, consumer subscriptions, digital advertising, and enterprise applications.
xAI Integration Reshapes AI Landscape, Grok Mired in Regulatory Risk
SpaceX completed its merger with Musk's AI startup xAI in February this year, with a post-merger valuation of $1.25 trillion.
The prospectus notes in the risk factors section that Grok is facing "investigations and inquiries" from multiple regulatory and law enforcement agencies regarding pornographic deepfake content, which could lead to legal liability, negative publicity, or other sanctions.
Reports indicate that eight law enforcement and regulatory agencies have confirmed that investigations are still ongoing. Musk himself has acknowledged that xAI's technology was "not built correctly from the start" and needs to be "rebuilt from the ground up."
Regarding AI commercialization, SpaceX signed a $40 billion compute cooperation agreement with Anthropic this month, whereby the latter will lease the entire compute capacity of SpaceX's Colossus 1 data center in Memphis, Tennessee, at a price of $1.25 billion per month, with the agreement lasting until May 2029.
However, this agreement comes with an unusual clause. Both parties can unilaterally cancel the contract with 90 days' notice, an arrangement extremely rare for a compute agreement of this magnitude, making it difficult for investors to incorporate it as a stable revenue stream into valuation models.
Additionally, SpaceX plans to acquire code editing tool startup Cursor for $60 billion in stock, a transaction expected to proceed after the IPO. If the acquisition fails to materialize, Cursor would receive a $1.5 billion termination fee and $8.5 billion in deferred service fees.
Massive Related-Party Transactions, Mutual Support Within Musk's Empire
The prospectus discloses for the first time, with concrete numbers, the scale of related-party transactions between SpaceX and other companies under Musk's control.
In 2025, SpaceX purchased $131 million worth of Cybertrucks from Tesla at suggested retail price and also bought $506 million worth of Tesla Megapack energy storage products.
From early 2024 to February 2026, xAI cumulatively paid Tesla approximately $731 million.
Collaboration among the companies goes beyond purchasing. SpaceX and Tesla are jointly advancing a large-scale chip factory project named "Terafab" and an AI cooperation project called "Macrohard."
Tesla is mentioned 87 times in the prospectus, which also states that "we plan to explore more strategic collaboration areas with Tesla in the future."
Musk Firmly Controls Voting Rights, Compensation Tied to Mars Colonization
The prospectus provides the first comprehensive disclosure of SpaceX's ownership structure and governance.
Musk holds 849.5 million Class A shares and 5.57 billion Class B shares (10 votes per share), collectively controlling 85% of the company's voting rights, ensuring absolute control post-IPO.
Apart from Musk, no individual or institution holds more than 5% of shares. Among them, private equity firm Valor Entities holds 7.3% of common shares, making it the second-largest shareholder.
Musk's latest compensation package at SpaceX consists of two astronomically-sized option-based bets, with no time limit, directly linked to Mars and AI infrastructure:
- The Mars colonization package vests when SpaceX's market cap reaches $7.5 trillion
- The orbital data center package vests when the company's market cap reaches $6.6 trillion
Aside from a basic annual salary of $54,000, Musk will receive nothing if these technological and market cap milestones are not met.
The company's board members are also publicly disclosed for the first time. In addition to Musk serving as Chairman, President and Chief Operating Officer Gwynne Shotwell, Chief Financial Officer Bret Johnsen, and several venture capital and private equity executives have joined the board, with Google executive Donald Harrison also among them.
Deep Financial Losses, Valuation Logic Tests Investors
SpaceX's financial condition appears particularly unique among ultra-large cap tech companies preparing to go public.
In 2025, the company achieved revenue of approximately $18.7 billion, but reported a net loss of $4.9 billion. In comparison, Meta, with a valuation in the same ballpark, had revenue last year more than 11 times that of SpaceX and net income of $60 billion.
If the IPO valuation ultimately settles above $1.5 trillion, SpaceX's price-to-sales ratio would be around 80x, while the combined price-to-sales ratio for the top 15 U.S. companies by market cap is only about 7x.
This pricing logic is quite similar to another Musk-led company, Tesla, which, due to massive investments in AI, humanoid robots, and Robotaxi, reported extremely thin profits in 2025 yet trades at a forward P/E ratio of nearly 400x.
Analysis suggests that investors betting on SpaceX or Tesla are essentially betting that Musk can translate today's massive investments into enormous value in the distant future.
