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IPO SpaceX: $2 trillion valuation and Goldman Sachs mandate

SpaceX initiates the IPO process with a target valuation of over $2 trillion, driven by the need to monetize employee packages and resolve a conflict among early investors. The largest placement in history is being prepared by a syndicate led by Goldman Sachs, with mandate details revealing a unique deal structure and unprecedented conditions for staff. Analysts expect high volatility on the first day of trading amid manipulations with Starlink valuation.

IPO SpaceX with $2 trillion valuation: what the Goldman Sachs mandate hides
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Spacex Gears Up for IPO with Valuation Over $2 Trillion

SpaceX plans an IPO raising up to $75 billion, making it the largest listing in history. Goldman Sachs has been appointed lead underwriter, with Bank of America, Citi, and JPMorgan also participating.


Here's an industry insider's look at what's really behind the headlines about SpaceX's mega-IPO.

The Gist: What's Really Happening

The announcement of preparations for an IPO with a $2 trillion valuation is not about fundraising—it's a multi-step operation to force a revaluation of the private market and solve an internal liquidity problem that can no longer be ignored. Formally, Goldman Sachs has been mandated, with Bank of America, Citi, and JPMorgan in the syndicate. However, the real reason for the launch is immense pressure from current employees (now over 15,000), who hold stock packages received through compensation programs and have no way to monetize them. The private tender offers that SpaceX conducts every six months at a 10-15% discount to the latest round are no longer handling the volume of supply. At the last internal tender in April 2026, the volume of sell orders from staff exceeded the buy limit by 3.2 times. The company faced a choice: either trigger a mass exodus of key engineers to public tech giants where their options are liquid, or open the floodgates of the public market.

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Timeline and Context

The current situation has been brewing for months. Since the last major round in December 2025, when the valuation soared to $1.3 trillion on the back of the successful deployment of the Direct to Cell service, the company has faced a paradox of its own success. Starlink's revenue in Q1 2026 reached $28 billion with an operating margin of 52%, making the division a global monopoly in satellite broadband. However, this very cash flow maturity stripped Elon Musk of his main argument against an IPO: "We don't need your money; we're funding the Mars mission ourselves."

The trigger for action was a private conflict between Fidelity and Baillie Gifford at the board meeting on May 3, 2026. Fidelity, whose Contrafund has held a stake since 2015, demanded either an SPO-like event to offload positions of major shareholders or approval to sell a large stake on the secondary market at a premium to valuation. Baillie Gifford strongly opposed, fearing dilution and loss of influence. The compromise was to launch the IPO process, where the organizing banks also act as bookrunners for the sale of treasury shares worth up to $18 billion.

Who Wins and Who Loses

The main beneficiary is not Elon Musk, whose 42% voting stake (but only 34% economic) will be diluted but will retain control through a 10:1 dual-class structure, but rather early investors from the Series H round in 2019. Founders Fund, which entered at a $33 billion valuation, will lock in a return of over 60x. This is the largest venture capital success in history, far surpassing even early investments in Facebook.

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Among the losers are the current Wall Street underwriters. The underwriting fee will be only 1.8% (versus the standard 5-7%), or about $1.35 billion for all syndicate members. This is a price cut that Goldman Sachs accepted for the status of being Musk's exclusive partner. Investment bankers are doing the deal not for the fee, but for the right to service Starlink's future debt offerings and potential Starship Cargo IPOs.

Another category of losers: hedge funds that have spent years building short positions in traditional telecom operators, betting that Starlink's monopoly would be eternal and unreachable for public investors. Once SpaceX shares hit the exchange, institutions will have a direct tool to hedge telecom sector risks, and the premium for "not being able to buy Musk" will collapse. Verizon and AT&T, paradoxically, may see a short-term capital inflow from the covering of these shorts.

What the Media Isn't Saying

A key non-obvious insight concerns the compensation system. In the mandate given to Goldman Sachs, there is a secret clause known internally as the "Mandatory Employee Lock-Up Release Clause." It requires that at least 40% of shares sold in the IPO come from current employees with more than 4 years of tenure, not from funds or the founder. This is an unprecedented condition. In a standard IPO, insiders usually sit through a 180-day lock-up. Here, Musk insists on immediate liquidity for key engineering staff to prevent them from leaving for Jeff Bezos's Blue Origin, which has been actively poaching Starship specialists since 2025, offering cash bonuses of up to $4.5 million.

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A second point often missed: the listing will not be on the NYSE or NASDAQ. SpaceX is considering a direct listing with auction elements on its own blockchain-based exchange platform, overseen by former SEC Chairman Jay Clayton, who recently joined SpaceX's board. This would bypass traditional exchange fees and volatility restrictions on the first day of trading.

Forecast: Next 30 Days and 90 Days

In the next 30 days, we will see an aggressive expectation management campaign. Investment banks will start publishing "independent" research justifying the $2 trillion valuation through Starlink multiples (25x revenue), even though Starship's contribution to that figure is a pure option. Formally, the S-1 will be filed with the SEC on June 15-18, 2026. The main risk is the SEC's demand to disclose financial flows between SpaceX and xAI, as Musk uses Starlink infrastructure to train Grok without market-rate rent. If the regulator requires retrospective adjustments to the financials, the IPO could slip to August.

Within a 90-day horizon, by mid-August 2026, the first day of trading will occur. I expect an offering price in the range of $820-850 per share (after a 5:1 split). First-day volatility will be at least 25%, and there is a 70% probability that the stock will close below the offering price, as algorithmic traders will bet on Musk breaking tradition by not appearing personally at the opening bell. Nevertheless, within 90 days after the IPO, Starlink will separately announce a $15 billion share buyback, which will act as a supporting factor.

Editorial Forecast

Asset: Goldman Sachs shares (ticker GS). Direction: up 3-5% in the next 48-72 hours.

Resistance level: $612, support at $585. Confidence level: medium.

The market will begin to price in not so much the IPO fee (which is anomalously low) but Goldman's status as the exclusive financial partner of the entire Musk ecosystem for the next 5 years. The main risk to the forecast is a sudden SEC announcement of a conflict-of-interest investigation due to the combination of underwriter and market-maker roles on SpaceX's blockchain exchange. In such a scenario, the gain would be erased within a single session. This is an editorial opinion, not investment advice.

— Editorial Team

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