Anthropic S-1: $72.4 Billion of $80.7 Billion Loss Is a Valuation Charge, and Founders Get 50.1% Voting Control

Since Anthropic made its registration statement public this morning, Oct. 26, the fine print has shown that the $80.7 billion headline loss and the company's operating results are very different numbers.

The loss is mostly an accounting charge

According to the S-1, $72.4 billion of the first-half net loss came from changes in the fair value of convertible notes and other instruments. The filing says that charge was driven primarily by an increase in Anthropic's valuation. Its operating loss for the six months ended June 30 was $693 million, and adjusted operating income was $1.6 billion.

Revenue for the period was about $16.3 billion, against $1.16 billion a year earlier. Full-year revenue was $4.59 billion in 2025, $386 million in 2024 and $41 million in 2023.

The company spent $8.9 billion on chips and infrastructure in the first half, up from $2.3 billion in the same period last year. As of June 30 it held $112.4 billion in cash and equivalents plus $19.3 billion in short-term investments. It has raised $141.1 billion in total.

As of Sept. 30, the filing lists more than 1,900 customers generating at least $1 million in trailing 12-month revenue and about 250 generating at least $10 million. More than 11,900 customers generate at least $100,000.

Who controls the company

Anthropic is a public benefit corporation. Its directors must balance shareholder returns against its stated purpose: "the responsible development and maintenance of advanced AI for the long-term benefit of humanity."

The Long-Term Benefit Trust, five financially disinterested trustees, will elect a majority of the board through a special class of stock. Just before the offering, Anthropic will issue a single Class F share to an entity owned by its seven co-founders. That share carries 50.1% of the voting power on most shareholder matters and makes Anthropic a "controlled company" under Nasdaq rules.

Class A buyers get one vote per share. The filing itself warns that this structure "may effectively eliminate the ability of holders of our Class A common stock to influence important decisions."

The founders, including CEO Dario Amodei and his sister Daniela, collectively own nearly 500 million shares. Both the company and existing shareholders will sell stock in the offering. Anthropic gets no proceeds from the shares existing holders sell.

Risk disclosures

The filing says advanced AI systems "could, if not developed, deployed, and operated with appropriate safeguards, oversight, and security measures, pose catastrophic or existential risks to humanity." It names misuse, replication, weaponization and high autonomy as the aggravating factors. Anthropic says policymakers, regulators, researchers and people inside the company have raised these concerns.

It also discloses two legal fronts. The company received a civil investigative demand from the Federal Trade Commission in October. The demand seeks information on its consumer protection, data protection and privacy practices, and on the safety and security of its products.

Separately, the filing describes litigation over the Defense Department's supply-chain-risk designation of the company. It reports a court ruling in Anthropic's favor, and also that an appeals court rejected its petition for review on Sept. 25. Anthropic has asked for a rehearing by the full court.

The filing acknowledges the scale of its spending. Anthropic says it will often make forward investments "that may seem irresponsibly large at first glance," and adds: "In general, we will aim to be bold but sane, and to win trust with a track record of successful bets."

The valuation question

Anthropic raised $65 billion at a $965 billion valuation in May. Reports put the IPO valuation at $1.5 trillion to $2 trillion, and a raise of up to $100 billion. Neither figure is set. SpaceX raised about $86 billion in its June listing, the current record.

Analysts at the investment advisory firm Lightshed put the range of outcomes bluntly in a research note before the filing: "Anthropic could become the most valuable company in the world. It could also end up in bankruptcy." Anthropic, OpenAI and SpaceX's AI division all lose more than they make, which has fueled concerns about an AI bubble, the Associated Press reported.

The counterpoint sits in the company's own numbers. Revenue grew roughly 14-fold year over year, and the operating loss is small against a $16.3 billion top line. Anthropic's filing attributes most of the net loss to its own valuation climbing.

What comes next

The share count and price range are blank. Bloomberg reported that Anthropic plans to begin pitching investors as soon as the week of Nov. 9. Goldman Sachs and Morgan Stanley are named first among the underwriters. A person familiar with OpenAI's plans told the BBC that its own listing is expected early next year.

Two open items bear on the pricing: whether the full appeals court grants Anthropic's rehearing request on the Pentagon designation, and what the FTC's demand turns up.