OpenAI’s $6.5 billion financing round will come in the form of convertible notes with the Chat-GPT maker having to remove a profit cap for investors to keep the firm’s value at its current $150 billion, according to a report from Reuters.

The most valuable AI startup in the world was established as research- based non-profit company. As a result, investors including Microsoft who previously supported the firm were bound by terms that returns wouldn’t exceed 100x – with further returns being rerouted back into the firm to develop its core mission of developing artificial general intelligence (AGI), or AI that surpasses human intelligence.

However, to attract new investors, the firm will have to implement structural corporate changes, namely removing the profit cap, to allow for higher valuations. This move represents a significant departure from the company's previous mission incarnation.

The removal of the profit cap would require approval from OpenAI’s non-profit board, consisting of chief executive Sam Altman, entrepreneur Bret Taylor and seven other members.

The company has been discussing with lawyers about turning its non-profit structure into a for-profit benefit corporation, similar to what other tech firms are using, such as Amazon-backed Anthropic and xAI.

If the restructuring is unsuccessful, OpenAI would need to renegotiate its valuation with investors at which their shares will be converted, likely at a lower number, sources told Reuters.

The outsized funding round, which could be finalized in the next two weeks, has seen strong investor demands, with existing investors including Thrive Capital, Khosla Ventures , Microsoft and Sequoia Capital expressing their interest.

New investors, including Nvidia, and Apple are also planning to invest.

Asked about the financing and potential change, OpenAI said in a statement that it remains focused on building AI that benefits everyone while working with its non-profit board.

"The nonprofit is core to our mission and will continue to exist," the company spokesperson told Reuters.

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