Before participating in the SpaceX trillion-dollar IPO, you need to understand these key numbers first

SpaceX will land on Nasdaq at market open tomorrow.

At $135 per share, the company plans to issue approximately 556 million shares, raising about $75 billion, corresponding to a valuation of roughly $1.75 trillion to $1.8 trillion. Market sources indicate subscription demand exceeds $250 billion, nearly 4 times oversubscribed.

Goldman Sachs and Morgan Stanley serve as the two lead underwriters, with a total of 23 investment banks participating in the underwriting syndicate. Goldman Sachs secured the coveted "lead left" position, with its name printed in the top left corner of the S-1 filing cover page, and it will also be the bookrunner managing the order book. This arrangement is somewhat nuanced: Morgan Stanley has had a working relationship with Musk for over 15 years, following him from the Tesla IPO to the financing for the Twitter acquisition, yet this time it plays second fiddle.

For regional distribution, Barclays is responsible for the UK, Deutsche Bank and UBS cover continental Europe, Royal Bank of Canada handles Canada, and Mizuho covers Asia.

Based on the fundraising scale, the total underwriting fee pool for Wall Street from this deal could range from $800 million to over $1 billion.

There is no "price range" this time. SpaceX bypassed the traditional IPO roadshow and price discovery process, opening subscriptions directly at a fixed price of $135. The order book is expected to close between June 8 and June 10, with pricing on June 11.

Regarding the stock structure, SpaceX previously received approval for a 5-for-1 stock split. After listing, Musk will still retain extremely high voting power. Common shareholders will gain economic exposure, not control. For the lock-up period, insiders face a 180-day restriction, with the timing precisely aligned around Nasdaq's mid-December index rebalancing window, when passive funds will also be forced to buy heavily according to the rules.

This IPO issues approximately 556 million new shares, all of which will enter the public float upon listing, representing about 4.3% of the company's total share capital. Of this, 30% is allocated to retail investors, equivalent to roughly $22.5 billion—three times the 5% to 10% typical for large US IPOs. E*Trade platform, owned by Morgan Stanley, serves small and medium-sized retail investors, Bank of America handles high-net-worth clients in the US, and Fidelity, Robinhood, Charles Schwab, and SoFi have all opened subscription channels.

Will SpaceX Drain Liquidity from the Broader Market?

Intuitively, an IPO raising $75 billion with retail investors accounting for 30% of the new shares must inevitably drain liquidity from elsewhere.

Retail investors need to find the cash from somewhere, and the easiest source is selling their stocks and crypto assets. The recent pressure on Bitcoin over the past few weeks may partly stem from this.

So, does a large tech company IPO necessarily mean draining liquidity from the broader market? We can first look at a set of background data.

According to data statistics, the performance of the Nasdaq ETF (QQQ) around historical large tech IPOs shows clear divergence in the 4 trading days before and the 20 trading days after the listing.

IPOs like Facebook, Snowflake, Airbnb, and Coinbase mostly recorded positive returns in the 20 days after listing, while Uber, Alibaba (in some phases), and Arm showed weaker performance or significant volatility.

Data from SpaceX's current simulated IPO window phase shows a cumulative return of approximately -6.3% in the 4 days prior, weaker than most historical samples.

This data set leans towards the conclusion: A large tech company IPO does not necessarily mean draining liquidity from the broader market.

But this doesn't mean all assets are safe. SpaceX is likely to squeeze the capital most dependent on forward risk appetite at the margin, such as long-tail assets and high-beta positions.

Andri Fauzan Adziima, Head of Research at Bitrue Research Institute, calls this pressure the "IPO tax."

Can Financial Data Support the Valuation?

This is also the most divisive issue facing the SpaceX IPO.

Public filings show SpaceX generated approximately $18.7 billion in revenue in 2025, with a net loss of about $4.9 billion. At a $1.75 trillion valuation, this equates to roughly 94 times the 2025 price-to-sales ratio, and for a company that is still unprofitable.

In terms of business structure, the closest to a mature listed company is the connectivity services segment housing Starlink, with rocket launches providing deployment capabilities and a technological moat. What truly pushes the valuation ceiling higher is AI. After SpaceX acquired xAI in February 2026 at a combined valuation of $1.25 trillion, it is no longer just an aerospace company.

Musk aims to tell a longer chain: Rockets reduce the cost of reaching orbit, Starlink provides global connectivity, Starship sends heavier equipment into orbit, the AI business generates demand for computing power, and data centers ultimately end up in space.

The story is grand. But Musk has bundled all his businesses together for investors, not just the proven Starlink and the value-demonstrated Falcon 9, but also the uncommercialized Starship, the unproven economics of orbital data centers, and the money-burning, somewhat unfinished AI business.

Consequently, analysts and different markets have vastly divergent estimates for SpaceX's revenue and fair valuation.

At the most conservative end is Morningstar, estimating a fair value of around $780 billion, less than half the IPO target. It doesn't deny SpaceX's technical prowess, acknowledging the company has a "narrow moat" and that SpaceX alone accounted for over half of global rocket launches last year, but it finds the feasibility, timeline, and financial outcomes of orbital computing and the AI business highly uncertain.

NYU finance professor Aswath Damodaran's model yields a range of $1.22 trillion to $1.29 trillion, acknowledging the engineering advantages but believing the upside beyond $1.75 trillion has thinned. Long-term holder Scottish Mortgage's position anchor is around $1.25 trillion, which also hasn't directly followed through to the IPO target price.

On the underwriter side, they are pushing prices sky-high. Goldman Sachs predicts SpaceX's AI division alone will contribute $322 billion in annual revenue by 2030, with total company revenue exceeding $470 billion. Morgan Stanley goes further, predicting revenue reaching $3.4 trillion by 2040, with adjusted EBITDA exceeding $2.7 trillion.

The most aggressive pricing comes from on-chain. The SPCXUSDT perpetual contract launched by Binance in May reflects an expected valuation range between $1.75 trillion and $2 trillion. On Polymarket, there is over a 70% probability bet that the final IPO valuation will break $2 trillion. Nearing the listing date, Binance has adjusted the estimated number of SpaceX shares underlying the SPCXUSDT contract from 11.87 billion to 13.08 billion shares, corresponding to a valuation exceeding $2 trillion at the current price.

Currently, the next Starship test flight is scheduled for June. If it can achieve stable, high-frequency, low-cost commercial operations, then Musk may once again succeed in telling a perfect story. However, if it fails during the roadshow period, or progresses slower than expected, many long-term narratives will be affected, potentially shaking the market cap and stock price.

Will the Unlocking Happen Too Quickly?

The issue of unlocking is another point of investor criticism regarding the SpaceX IPO.

Typically, new stocks have a 180-day lock-up period during which insiders cannot sell, intended to give the market time for true price discovery.

SpaceX nominally also has a 180-day period, but many don't know it uses a staggered early unlocking structure that breaks this 180 days into several segments.

The first unlocking date arrives after the Q2 earnings release, allowing eligible insiders to sell 20% of their shares, roughly between mid-July and September.

In other words, just over a month after listing, the first batch of unlocked shares could appear. Other insiders can start selling as early as the second trading day after the first quarterly earnings report, likely in August.

Further arrangements follow. If the stock price is more than 30% above the offering price for 5 out of 10 consecutive trading days before the first earnings report, an additional early unlock of up to 10% is allowed. Coupled with releases at five specific time points scattered across days 70, 90, 105, 120, and 135, up to 28% can be released after the Q3 earnings report, leading to full unlocking by day 180 (mid-December).

Although Musk himself has pledged not to sell for 366 days, all other early employees, venture capitalists, and banking syndicate members—early capital genuinely looking to exit—can start leaving after the first earnings report.

For those who just bought in at $135, the first wave of selling pressure they have to absorb may arrive sooner than expected.

Index Funds Rewrite Rules Overnight for SpaceX

The previous three points can be considered SpaceX's own issues and controversies. This point, however, might be a problem with the entire market mechanism.

Nasdaq changed the rules for this listing. Normally, a new company must wait about a year before qualifying for inclusion in major indices. This waiting period exists to allow the market to complete genuine price discovery first.

Nasdaq's "fast entry" mechanism compresses SpaceX's window for entering the Nasdaq-100 to 15 trading days. FTSE Russell is even shorter, requiring just 5 trading days. MSCI has also confirmed a fast track for large IPOs. The S&P 500 is one of the few not following suit, as it still requires companies to demonstrate sustained profitability, which SpaceX does not meet, temporarily barring its entry.

Another problem lies with the public float. The new shares issued in this IPO represent about 4.3% of the total share capital. The remaining 95%+ is held by Musk, early employees, and institutional investors, all under lock-up restrictions and unavailable for secondary market trading. In comparison, Microsoft's float ratio is 99.97%, Nvidia's is 95.8%, and Amazon's is 90.5%.

Nasdaq also allows stocks with a low public float to have their weight calculated at up to three times their actual circulating shares. This takes a tightly controlled, tens-of-billions-dollar-level real float, inflates it with a fictitious weight of hundreds of billions of dollars, and then forces a large amount of price-insensitive passive capital to buy according to the rules.

Some institutions estimate that passive funds could absorb approximately 30% of the free float within the first 15 trading days after listing, while the total capital tracking the Nasdaq-100 is about $1.4 trillion. More problematic is that, since no existing constituent stocks are being removed to make room, every Nasdaq-100 fund must proportionally sell off all its other holdings to buy this single new stock. This means forced selling of all other stocks for the sake of one.

"The Big Short" investor Michael Burry shared criticism of this rule. A Wall Street veteran directly called it "shameless" index manipulation. A Wall Street Journal columnist described Nasdaq's fast entry rule as "arbitrary, unfair, and potentially dangerous." A Financial Times reporter called it "the greatest bag-holding game in history."

In summary, the core of market criticism is this: Low-fee index funds were originally a tool for ordinary people to gain market exposure at minimal cost. Now, due to rewritten rules, they might become a channel for early capital to exit and transfer risk. Funneling money from retirement accounts, by rule and regardless of price, into a new stock trading at 94 times sales is the exact opposite of what index investing was initially designed to solve.

The bigger the tree, the more wind it catches, and the more controversy it attracts. SpaceX is the most monumental IPO of this era, and also the most controversial one.