Anthropic sets IPO range at $70-78 a share: about $1.4 trillion, 825 million shares, Nasdaq ticker ANT

Anthropic launched the roadshow for its initial public offering on November 10, setting a price range of $70 to $78 per share for 825 million Class A shares to be listed on the Nasdaq Global Select Market under the ticker “ANT.” At the top of the range the offering raises $64.35 billion and values the company at about $1.4 trillion on a fully diluted basis, according to CNBC and TechCrunch. People familiar with the deal told CNBC that pricing is planned for November 18 and trading for November 19.

That valuation is a step down from the $2 trillion target reported in September, and below the $1.5 trillion that investors were weighing by mid-October, when Anthropic’s Q3 revenue figures first showed growth slowing. It is still about 45% above the $965 billion Anthropic was valued at in its May private round.

The offering, line by line

Anthropic’s own announcement gives the share split. Of the 825 million shares, Anthropic is selling 801,351,354 and existing stockholders are selling 23,648,646, from which Anthropic receives nothing. Underwriters get a 30-day option to buy up to 123.75 million more shares. Goldman Sachs and Morgan Stanley are named as the contacts for the preliminary prospectus.

The selling-stockholder number lines up with another disclosure. TechCrunch reports that all seven co-founders (Dario Amodei, Daniela Amodei, Tom Brown, Jack Clark, Jared Kaplan, Sam McCandlish and Christopher Olah) each expect to sell nearly 3.4 million shares, about $250 million apiece at the $74 midpoint. Seven times 3,378,378 is 23,648,646, exactly the secondary block, so by our arithmetic the founders appear to be the only sellers in the public offering.

Beyond the public float, Anthropic agreed to sell $26 billion of non-voting Class N stock at the IPO price in a private placement to AMD, Broadcom, Google, Micron, Microsoft, Nvidia and TSMC, with Google and Nvidia each putting in $10 billion. CNBC notes those shares are not registered in the offering and carry no lock-up agreements with the underwriters. Up to 20% of the public offering is earmarked for retail investors, against a typical 5% to 10%, and CNBC’s sources said the book was already covered across the range on an allocable basis.

On size, our arithmetic: the base deal plus a fully exercised option at $78 comes to about $74 billion, short of the record $85.7 billion SpaceX raised about five months ago. Add the private placement and total new capital approaches $100 billion.

What the filing says about the business

The updated filing gives the freshest financials yet. Run-rate revenue was about $81 billion at the end of October, up roughly $10 billion from the end of September. Revenue for the nine months to September 30 was $33.24 billion, up about 1,200% year over year, with $17 billion of it in the third quarter. The nine-month net loss was $104 billion, against $25.1 billion a year earlier, which CNBC attributes mostly to changes in the fair value of convertible notes and derivative liabilities rather than operating spending. Anthropic held about $132 billion in cash and short-term investments, per TechCrunch, and has roughly $900 billion in compute and infrastructure commitments (TechCrunch reads $900.9 billion from the filing; a CNBC headline cites $895.4 billion in purchase commitments).

Those commitments explain who is in the private placement. Every one of the seven buyers sells Anthropic chips, memory, fabrication capacity or cloud compute, which makes the $26 billion partly a vote of confidence and partly a supplier financing its own order book.

At $1.4 trillion, the valuation is about 17 times October’s annualized run rate, as Fortune calculates; on the late-September run rate it would have been about 20 times. For comparison, OpenAI was reportedly valued at $1.25 trillion after raising $11 billion, about half of the $20 billion it first sought.

Who controls the company after the IPO

Public buyers get economic exposure and little say. Anthropic is a public benefit corporation; the co-founders hold Class F stock with 50.1% of the voting power, and the Long-Term Benefit Trust elects a majority of the board, according to TechCrunch. The partners’ Class N shares carry no votes at all. Class A holders, the only shares retail investors can buy, sit beneath both.

The prospectus is also unusually direct about the technology’s risks. Fortune quotes it warning that using AI to build more capable AI “could also pose a considerable safety risk, particularly if it sharply accelerates the pace of progress,” and saying Anthropic “may imminently meet” its Responsible Scaling Policy threshold for dramatically accelerated, AI-driven progress, while no current model has crossed it. That is the same threshold METR’s recent analysis suggested Anthropic is approaching. The filing also uses “super intelligence” and “SI” interchangeably with “AI,” following a September executive order directing federal agencies to adopt that terminology, TechCrunch notes.

The market it is pricing into

The timing is not ideal. Fortune reports the Nasdaq fell 5.5% last week after Democratic midterm gains raised fears of tighter AI regulation and data center scrutiny, and that Nvidia closed down more than 4% on Monday after its board opened an investigation into reports involving CEO Jensen Huang. CNBC says some shareholders now consider even a $1.5 trillion valuation a stretch. On the other side, the same reporting describes institutional demand as stronger than SpaceX’s at the same stage, and Anthropic shipped Claude Fable 5.2 and Mythos 5.2 a day before launching the roadshow.

What to watch

• Where it prices on November 18. A covered book and heavy retail allocation leave room to price at or above $78. Pricing below the range would be a sharp signal about AI valuations after the midterms.
• First-day trading on November 19, and whether ANT trades at a premium to OpenAI’s private $1.25 trillion mark.
• The unlocked partner stake. With no underwriter lock-up on the Class N shares, watch any disclosure of how long Google, Nvidia and the others intend to hold.
• The RSP threshold. If Anthropic declares that it has crossed its accelerated-progress threshold after listing, the safeguards it then commits to become a disclosed business risk for public shareholders, not just a policy document.