Google Raises $80B, Confidential IPO 101, OpenAI Expands Codex | Diet TBPN

Diet TBPN delivers the best of today’s TBPN episode in 30 minutes. TBPN is a live tech talk show hosted by John Coogan and Jordi Hays, streaming weekdays 11–2 PT on X and YouTube, with each episode posted to podcast platforms right after. Described by The New York Times as “Silicon Valley’s newest obsession,” the show has recently featured Mark Zuckerberg, Sam Altman, Mark Cuban, and Satya Nadella. TBPN is made possible by: Ramp - https://ramp.com Public - https://public.com Cisco - https://www.cisco.com Console - https://www.console.com CrowdStrike - https://www.crowdstrike.com Figma - https://www.figma.com MongoDB - https://www.mongodb.com NYSE - https://www.nyse.com Railway - https://railway.com Shopify - https://www.shopify.com/ Follow TBPN: https://TBPN.com https://x.com/tbpn https://open.spotify.com/show/2L6WMqY3GUPCGBD0dX6p00?si=674252d53acf4231 https://podcasts.apple.com/us/podcast/technology-brothers/id1772360235 https://www.youtube.com/@TBPNLive

Speaker names marked ? are inferred from speaking time and the show’s known hosts — they are not voice-verified.

• 0:00John Coogan?

  It feels so good to be back. You know who else is back? Google with a huge fundraiser, an equity fundraiser, surprising to a lot of people.

• 0:09Jordi Hays?

  You don't.

• 0:09John Coogan?

  They haven't raised equity in years and years and years, but they raised a cheeky 80 billion. The Wall Street Journal has a story. Alphabet's mega fundraising shows the value of being a public company.

• 0:20Jordi Hays?

  Let's be honest, John, the real story is that you got a haircut.

• 0:21John Coogan?

  I did. I didn't just get a haircut. I got the ball cut. I got the ball cut. Hey, we got the team there. There we go. That's a new, that's a new angle. I like that. Well, Alphabet, in AI, money talks, says the Wall Street Journal. The ability to tap stock market capital is important again after a quarter century of being all but irrelevant. So, let's run through it. 80 billion stock-based fundraising should be taken as a rebuke to those salivating over the forthcoming IPOs of SpaceX, OpenAI, Anthropic. The search giant is showing its competitive advantage in an area that increasingly matters for artificial intelligence access to money. Ben Thompson has a great breakdown, too, of how capital is so important in the age of AI

• 1:04John Coogan?

  and the war for AI. In AI, money talks. The biggest companies are paying out hundreds of millions of dollars to lure top researchers and tens of billions to build data centers while financing losses as they build their AI businesses. The money being funneled into AI is probably already making it harder for non-AI startups to raise capital, with 61% of all venture capital last year going to AI.

• 1:26Jordi Hays?

  That feels low, like based on, based on, but, but there's a lot of, there was a lot of hard tech.

• 1:32John Coogan?

  Well, everything sort of gets wrapped into AI. I was talking to someone about like-

• 1:35Jordi Hays?

  Yeah, that's, that's, that's why it feels low.

• 1:37John Coogan?

  How to have a conversation about AI. And it was like, you can talk about sycophancy. You can talk about data centers and water and energy and being an eyesore. And then you can also talk about enterprise sales and SaaS and you can talk about consumer. And it just touches absolutely everything. It's almost, it feels like if you're trying to have the AI conversation. Rude, rude about the Jared Isaacman years. We love Jared Isaacman.

• 2:06Jordi Hays?

  I don't think that's rude.

• 2:08John Coogan?

  I don't know.

• 2:09Jordi Hays?

  Our great space leader Jared.

• 2:11John Coogan?

  Yeah.

• 2:11Jordi Hays?

  Incredibly handsome.

• 2:12John Coogan?

  People like saying that about getting a haircut. I got my ears lowered. That's another dad joke. Got my ears lowered. Anyway, yesterday Alphabet announced a massive $80 billion equity raise, says Brandon Grell in the TBPN newsletter. You can go sign up, tbpn.com. The raise will be broken up into a few milestones over the course of this year. Berkshire Hathaway, Greg Abel at the helm, Warren Buffett, obviously still at the table.

• 2:36Jordi Hays?

  There was a viral post yesterday. Somebody was saying Buffett retires and they immediately invest in Google at all time highs.

• 2:44John Coogan?

  Yeah.

• 2:44Jordi Hays?

  What other company did they invest in at all time highs?

• 2:48John Coogan?

  Was that Apple?

• 2:48Jordi Hays?

  Apple.

• 2:49John Coogan?

  Apple.

• 2:49Jordi Hays?

  Apple. And look what they did.

• 2:50John Coogan?

  I mean, for a long time, for what 30, 40 years, Warren Buffett was known as like not a tech investor, couldn't wrap his mind around it. Valuations always too high. Business too, too frothy or too high growth, like.

• 3:05Jordi Hays?

  Well, I think he knew vibe coding was coming.

• 3:07John Coogan?

  For sure.

• 3:08Jordi Hays?

  And he thought, how are you, how can I value a software company when the cost of producing software is obviously going to zero? He was saying that back in 2010.

• 3:15John Coogan?

  Yeah. He wanted to get in on Gen Moji a decade early.

• 3:19Jordi Hays?

  Yeah.

• 3:19John Coogan?

  No, obviously like the business was printing. It fit the Warren Buffett mold. I was actually doing this, this deep dive on like, where would Warren Buffett find value in the AI supply chain? I was trying to dig into, you know, if you apply that framework, because there's a lot of froth, there's a lot of excitement, there's a lot of high growth opportunities, but.

• 3:40Jordi Hays?

  Where would Berkshire trade if Warren came out of retirement and just said, I'm coming out of retirement to invest in AI bottlenecks? Not only does Berkshire re-rate, I think everything goes way higher.

• 3:50John Coogan?

  I think so.

• 3:52Jordi Hays?

  John, they want you to crack another Diet Coke.

• 3:54John Coogan?

  Another Diet Coke. Here you go.

• 3:57John Coogan?

  Boom, satisfying. Another one. When I did this analysis, the name that popped up was-

• 4:04Jordi Hays?

  Buffett saw G-Stack and knew that the AI revolution was real.

• 4:08John Coogan?

  It is god mode after all.

• 4:10Jordi Hays?

  Yeah, he's in the memo.

• 4:12John Coogan?

  Well-

• 4:12Jordi Hays?

  It's like god mode.

• 4:13John Coogan?

  Berkshire's buying 10 billion worth of shares at a roughly 6% discount from Monday's closing price. Another $30 billion will consist of underwritten public offerings and the last 40 billion will be staggered common stock offerings beginning in Q3 2026. And overall, the dilution is very low. All the shares Alphabet will sell are brand new, meaning the plan is slightly dilutive for existing shareholders, but at their 4 trillion market cap, where are they right now? They're way, way up. 80 billion just isn't that much dilution for the shareholders, fortunately. A lot of opinions on the timeline about this deal this morning. Brandon Correll has seen a number of people theorizing that Alphabet is sucking up liquidity, AI demand from investors before they'd be able to buy an Anthropic or OpenAI IPO.

• 4:58John Coogan?

  Richard Rehard-Jark gave a few less conspiratorial explanations.

• 5:02Jordi Hays?

  Yeah, a lot of people were saying that about SpaceX.

• 5:05John Coogan?

  SpaceX, yeah.

• 5:05Jordi Hays?

  But the other, the more simple answer is you should probably raise capital when it's cheap.

• 5:10John Coogan?

  Yeah, and we've seen liquidity pull out of other sectors of the market, and so it has to go somewhere. Certainly makes sense that it would go into the latest and greatest technology. So Alphabet is seeing demand for Gemini go up, and so it's going to invest more in compute and scale. The first question is why did Google issue equity instead of debt? So there's some rumors that debt might be coming, and the equity is sort of a precursor to that, but Ben Thompson writes, "Debt is, all things being equal, the preferred instrument for investment. The proceeds of the latter pay off better than the former, and existing equity holders reap all of the benefits. Equity, on the other hand, removes the risk of debt, but at the cost of giving up a future share of profits." That leads to why, what may be the Occam's razor.

• 5:55John Coogan?

  Google is going to start issuing a lot more debt as well, which is to say that everyone continues to underestimate the amount of demand there is for compute. Of course, that's not far off from a more- More bearish interpretation. Google is uncertain about the return of investment of all of that capex and would prefer to share the risk along with the upside. If there isn't a substantial debt issuance down the road, then this might be the right answer. Yeah, I mean, compute is remarkably expensive. We're looking at, you know, even even within the the cogs or the or the cost of inference for the labs, we're seeing, you know, dollars per task. It's a lot of money, a lot of dollars flowing into these data centers. But when you actually run the numbers on the tasks that they are completing,

• 6:40John Coogan?

  comp that to other sources to get something done, you're seeing positive ROI. So it's all just a productivity uplift, which is good to see. The Wall Street Journal continues and says, "Bond investors think the hundreds of billions of dollars of debt being raised by big tech is pushing up the yield and other borrowers have to pay. And even and it's even affecting government bond yields. The hyperscalers of Alphabet, Microsoft, Amazon, and Meta have become major bond issuers as they ramp up spending, with Alphabet alone raising 85 billion in a series of record-breaking issues around the world in the past year. They might raise more in debt. But the stock market is the obvious place to raise capital, to spend on the exciting bits of AI. Where the returns are unknown, technology is rapidly developing and business models are in flux. Unlike debt, companies don't have to repay their shareholders.

• 7:24John Coogan?

  And if it takes longer to make money from AI or never makes money, the company can simply wait it out if it was financed by stock, though investors would be very unhappy. Alphabet is one of a tiny number of companies capable of raising so much cash without tanking its stock, thanks to its near-monopoly in online search and credibility with Wall Street in new ventures." That's a really good point. For a long time, tech has been sort of cold on Google's side projects, but they're starting to bear so, so much fruit. You look at the progress with Waymo and it's very clear that just one win in Waymo will be a power law that will wash out all of the side chat apps that never went anywhere or little little software projects and April Fool's jokes that they launched.

• 8:07John Coogan?

  And some of them will become really big businesses as well. They have other stuff.

• 8:10Jordi Hays?

  They have the mosquitoes right now.

• 8:12John Coogan?

  The mosquitoes are crazy. That was a weird, weird headline. I didn't know.

• 8:16Jordi Hays?

  I'm excited about I'm excited about releasing, you know, billions of genetically modified mosquitoes into the environment to try to kill all the mosquitoes.

• 8:26John Coogan?

  Wait, there are mosquitoes that kill mosquitoes?

• 8:28Jordi Hays?

  Don't they?

• 8:28John Coogan?

  That what they do?

• 8:28Jordi Hays?

  Yeah, they, they.

• 8:29John Coogan?

  Oh, okay. They're like infernal or something, basically.

• 8:31Jordi Hays?

  Yeah, I'm, I'm, I agree. Uh, I'm excited because there's, there's like, almost certainly could never possibly be any unexpected

• 8:38John Coogan?

  Yeah.

• 8:39Jordi Hays?

  downside to disrupting the circle of life.

• 8:42John Coogan?

  Who knows? Who knows? People have been studying this for like 20 years, so, uh, I'm, I'm optimistic, but it could be a fast

• 8:48Jordi Hays?

  It's one of those things, like, yeah, one of those things would be amazing.

• 8:51John Coogan?

  Yeah.

• 8:51Jordi Hays?

  If we can just nuke all the mosquitoes

• 8:53John Coogan?

  Yeah.

• 8:53Jordi Hays?

  off the map, but I got a feeling they're doing something important.

• 8:57John Coogan?

  Yeah. Should we be selling the bug repellent industry short right now? Should we be going turbo short all mosquito repellent companies? They're probably going to go out of business if they get rid of all the mosquitoes, right? This is, uh, Finance 101 right here. Anyway, I can keep reading.

• 9:13Jordi Hays?

  Don't, don't give our little retail trader there any ideas.

• 9:17John Coogan?

  He's gonna go short. Uh, while 80 billion is huge, it amounts to less than 2% of the market value of a company trading at 4.5 trillion dollars. The stock was down just 2.6% in pre-market trading. Uh, there seems to be an unlimited supply of willing buyers to fund AI. If it turns out there is a limit, Alphabet can only benefit by going first. From a societal standpoint, says the Wall Street Journal, the purpose of the stock market is to funnel money from millions of savers into giant projects, just as in the 19th century railroads. For the past 25 years, that role has been less important as private capital funds grew large enough to finance companies for much longer before they needed to go public. AI's vast consumption of cash is beyond even the capability of private markets, however.

• 10:00John Coogan?

  Sure, there are other reasons to list, such as allowing employees to cash out their stock options. 30 billion, you mentioned this earlier today, 30 billion of Alphabet's stock issuance is earmarked for paying tax on employee stock awards. Um, but the ability to tap stock market capital is important again after a quarter century of being all but irrelevant. As we move into a new era of capital-heavy industries, the stock market stops being merely a way for private investors to exit, but an attractive source of capital. The bear in me worries that all this equity raising is also about taking advantage of record stock prices and could be a sign of the top. is near, says the Wall Street Journal.

• 10:37Jordi Hays?

  In the Journal today, Berkshire is convinced the American dream of home ownership will stay alive. Berkshire is convinced the American dream of home ownership will stay alive.

• 10:47John Coogan?

  Let's go.

• 10:48Jordi Hays?

  Under its new chief executive Greg Abel, Berkshire raises its bet on a market recovery by adding another housing company to its portfolio.

• 10:56John Coogan?

  Fantastic.

• 10:57Jordi Hays?

  Berkshire Hathaway's $6.8 billion deal to acquire, what are you laughing at?

• 11:02John Coogan?

  I'm just laughing at the fact that like, like, you know, they did two $10 billion deals. And one was buying like an entire home builder and the other was buying like 0.01% of Google. And just the scale of these different things, like it's an extremely cool deal. We'll get into it. It's very interesting, but at the same time, it's like total peanuts compared to like the AI build out.

• 11:22Jordi Hays?

  Well, yeah.

• 11:23John Coogan?

  It's like, what is that?

• 11:24Jordi Hays?

  Potentially like a work harder or work smarter, not harder moment. Like we'll see which one of these ends up generating a better return.

• 11:30John Coogan?

  This seems extremely important. I'm extremely excited.

• 11:32Jordi Hays?

  Yeah, yeah.

• 11:32John Coogan?

  But this is like, like, like one data center or an entire home builder that is their entire business and probably very storied. We'll get into it.

• 11:39Jordi Hays?

  Well, we don't know. He might be pivoting it into a data center.

• 11:44John Coogan?

  Maybe.

• 11:44Jordi Hays?

  That would be the ultimate.

• 11:45John Coogan?

  Maybe.

• 11:45Jordi Hays?

  Blackmail.

• 11:46John Coogan?

  Two by fours, Rackham, you know, Meta's using tents, maybe the next data center looks like a house, a lot less controversial. You know, the NIMBY, if you just see a nice craftsman home next to you, you're like, ah, whatever. It looks nice, you know? I don't, I don't have a problem with that, you know? Oh, their chimney smoking? That's the diesel generator.

• 12:03Jordi Hays?

  There's a data center among us.

• 12:05John Coogan?

  This might be the solution. Tyler, what you got?

• 12:06Speaker 02

  I was gonna say, um, like these two deals are still small compared to like the actual cash that they're holding.

• 12:11John Coogan?

  Yeah, what do they have?

• 12:12Speaker 02

  I think most recently it was 397 billion.

• 12:15John Coogan?

  That's so much.

• 12:16Speaker 02

  So even then it's like, oh, wow. You know, he's so white.

• 12:18John Coogan?

  He's turbo long.

• 12:19Speaker 02

  Say, but you know, he's still cash Chad right now.

• 12:22John Coogan?

  Oh, hopefully inflation doesn't get him. We'll see. Anyway, continue.

• 12:25Jordi Hays?

  With an all cash agreement Sunday for Taylor Morrison Home Corporation, the Omaha based conglomerate is poised to become a top five US home builder. Adding to its growing portfolio of housing related companies. Berkshire's home builder deal is a sign that a prominent investor thinks the housing slump will eventually pass and it wants to be positioned to take advantage of any market turn. More than 75% of young renters still think they someday will own a home. That is great. Glad that.

• 12:54Jordi Hays?

  I would have thought it was less than that, given like sentiment online, and so it's great.

• 12:59John Coogan?

  There's been a bunch of weird studies where like, when you zoom out, you look at Gen Z homeownership and it's actually pretty high, but that's driven by non-coastal cities because people move to San Francisco, obviously, house prices are through the roof, and a lot of people are like, "Yeah, I want to rent and go to some local house party. Like, I want to be in the mix." And then, at some point, people make the decision. So, it's more about like, family planning, but of course, there's all sorts of affordability issues.

• 13:28Jordi Hays?

  This investment is grounded in a long-term belief in the strength of America's housing market and its underlying fundamentals, which we see as enduring over time. Berkshire is raising its exposure to a housing market in its fourth year of dismal sales. High mortgage rates, job market uncertainty, and the rising cost of living have kept many prospective buyers on the sidelines. Builders have been forced to offer incentives such as paying part of buyers' mortgage costs just to unload their inventory. Builder confidence is low. Single-family home starts declined 9% in April, the steepest drop since August. A third of builders said they had cut their prices last month. Moreover, many Americans now think homeownership is beyond their budget. More people are renting for longer, or putting their savings into the stock market rather than investing in a home. Analysts say the

• 14:12Jordi Hays?

  US housing shortage of more than 4 million homes means new homes need to be built. They expect more buyers will return to the market once mortgage rates, which recently hit a nine-month high, come down and trigger pent-up buyer demand. Berkshire has agreed to pay a 24% premium to Taylor Morrison's closing stock price of $58.58.

• 14:31John Coogan?

  That's an incredible bargain.

• 14:33Jordi Hays?

  On Friday. Analysts see the price as a good deal for Berkshire because the actual value of the builder's home portfolio bellies its lagging stock price. "That is an incredible bargain," says Tony Avila, chief executive of Builder Advisor Group.

• 14:46John Coogan?

  See this quote by Warren Buffett? This is the first deal for Abel, Greg Abel, the new CEO of Berkshire Hathaway, and Warren Buffett said, gave a quote to the Journal, "He has launched." Yeah, it's launched. I love it. On Monday, then they talk about the Google deal. Taylor Morrison is a safer bet in a precarious home building market. The company tends to focus on the higher end of the market, which has performed better. A significant part of its business is built around buyers looking to upgrade to nicer homes rather than entry level buyers who are struggling the most. In addition, the company is part of a smaller segment of builders that have leaned into so called build to rent communities of single family homes constructed for the sole purpose of renting. Congress recently threatened build to rent developers with a proposal that would force them to sell their properties within seven years of building them.

• 15:29John Coogan?

  But House lawmakers removed that proposal in an attempt to rescue the burgeoning sector. The Taylor Morrison deal is the latest example of consolidation in the residential construction industry. Last month, Avalon Bay Communities and Equity Residential agreed to merge in the largest multifamily combination on record years after sluggish profits. This puts pressure on others to find a dance partner, says Alan Ratner. Interesting. Well, we'll continue following up on that.

• 15:56Jordi Hays?

  Well, let's head over to James Walker.

• 15:58John Coogan?

  Okay, what's James Walker up to?

• 15:59Jordi Hays?

  He's boarding this morning's flight with an emotional support trout.

• 16:04John Coogan?

  Is this AI? Is this real? This is insane.

• 16:07Jordi Hays?

  Honestly, I don't think AI could nail this era of Instagram filter.

• 16:12John Coogan?

  Bringing a, is the fish alive? This is crazy. Bringing a fish on a plane is hilarious. And that does not feel very humane. It feels like a very uncomfortable situation for a fish, but I guess we gotta get somewhere. You gotta go, you gotta go in the tube.

• 16:29Jordi Hays?

  Think about it, though, John. Think about the things this fish will have seen that many fish would never see in a lifetime.

• 16:35John Coogan?

  Yeah.

• 16:36Jordi Hays?

  Is it inhumane? Or is it inhumane not to let the fish?

• 16:39John Coogan?

  Yeah. If you got a trout, it's like, I think the earth is flat. I've never seen the curvature. You're like, well, you're going into 747 and I'm showing you out the window.

• 16:49Jordi Hays?

  This was a good post from Key. He said, this dude is effing Sherlock Holmes.

• 16:57John Coogan?

  Okay.

• 16:57Jordi Hays?

  Somebody says, 100% this ad is sponsored by OpenAI from

• 17:04John Coogan?

  The OpenAI official account.

• 17:05Jordi Hays?

  From the official OpenAI account. It's not even sponsored. This ad is posted by OpenAI.

• 17:10John Coogan?

  It's just comms. It's not even marketing. It's just communications.

• 17:15John Coogan?

  This is a wild, this is a wild post. It's so funny. Terrence Tao, AI creates more room to experiment, test unexpected paths and discover what might otherwise stay out of touch. Terrence Tao, goat mathematician from UCLA, very fun to see him. Talking about his process, where he's still seeing value, how he's using models. He talks about this a lot, a lot of times. It just allows him to flesh out his work, build a chart that he wouldn't otherwise build. Very synergistic, fully in like the centaur, centaur, centaur era. What else is going on in the timeline? Joe Weisenthal has something. The price of whey is going bananas. It's a protein crisis. This is not good. What's going on?

• 18:00Jordi Hays?

  So, here's what's a little funny.

• 18:01John Coogan?

  Okay, break it down.

• 18:01Jordi Hays?

  We know why the price of whey is going bananas.

• 18:04John Coogan?

  Same.

• 18:04Jordi Hays?

  We don't need Joe to tell us. It's because Joe is going bananas on his whey consumption.

• 18:10John Coogan?

  Oh, you think he's responsible directly?

• 18:12Jordi Hays?

  He's like, we're all trying to figure out who did this.

• 18:15John Coogan?

  He has been looking bigger.

• 18:16Jordi Hays?

  Much bigger.

• 18:17John Coogan?

  His traps specifically, they've been eating his head.

• 18:19Jordi Hays?

  Yeah.

• 18:19John Coogan?

  Yeah. And he has those Death Star delts on his, on the cap, on the shoulders. It's really, it's really crazy. And the lats, when he does the lat spread on Odd Lots, it gets, it gets aggressive. It's a little too much. So cool with the way, Joe. But here we have some news. In earlier May, in early May, a supplier delivered bad news to baking and beverage company Hello Amino. It had run out of whey protein. Canada-based Hello Amino uses the ingredient in all of the 30 high-protein baking mixes it sells. Founder Ali Swift found another supplier, but it means importing whey protein isolate from the US at a price that's 50% higher and due to increase again soon. The new whey protein delivered

• 19:01John Coogan?

  other complications. It dried out the company's baking goods due to the manufacturer's different processing methods. That's true. A lot of different ingredients will change the. The output not always created equal. Our pancakes came out like sawdust, Swift said. The company plans to reformulate using different combination of proteins. Protein has really leaked into everything. I have not, I have not found, I, I, I've been surprised whenever I see the trend pieces about like proteins packed with everything. Everything has protein in it. I don't know, I haven't like, it hasn't snuck into that many of the things that I eat throughout the day. Like there isn't protein in my diet coke. I don't know what, I don't know what else I consume, but this whole trend of like protein packed like cereals and, and you know salads and lunches and dinners and protein packed pastas and stuff. I never really, I was kind of stuck with the normal stuff.

• 19:45Jordi Hays?

  Yeah, the idea that, you know, if you eat one, you know, two to three, you know, solid meals a day, you have some protein that you also need to be snacking on protein.

• 19:55John Coogan?

  Yeah.

• 19:55Jordi Hays?

  In between, it's just insane.

• 19:57John Coogan?

  Yeah.

• 19:57Jordi Hays?

  It's completely unnecessary.

• 19:58John Coogan?

  Uh, well, uh, I had another question come up from a friend of the show about, uh, why are companies filing IPOs confidentially? It's an interesting question and I sort of pull, tugged on the thread. Liz Hoffman was talking about this a little bit. So Anthropic confidentially submitted a draft S1 registration statement to the SEC, June 1st. That was yesterday. Liz Hoffman said, reminder that the ability to confidentially file an IPO was 2012 rule change meant to ease small companies, meaning less than a billion dollars of revenue into the markets. And it was later expanded to what we're, uh, it was later.

• 20:35Jordi Hays?

  It was meant to be like, um, like a smoker name.

• 20:38John Coogan?

  A smoker name. Let you talk to investors before you get out. Do we change the camera? But I, I, I, so she asked the question of like, what are we even doing here? And I was curious, like, what are we doing here? Like, why, why, why do all these companies file confidentially? And then the S1 comes out. This is what SpaceX did. It's not like Anthropic's unique in this. This is very much standard practice at this point, but how did we get here? And why is this good? Do I like this? I don't know. Let's find out. So, uh, first, the basics, uh, confidential IPO filing. It doesn't mean that you IPO in secret. It means the company submits a draft S1 to the SEC for private staff review, SEC employees. It's a smoke grenade. Yeah. Great analogy. Before releasing the prospectus on Edgar,

• 21:22John Coogan?

  which then every hedge fund can download, anyone can download, it becomes public. So this lets companies run the SEC review process while keeping the sensitive financial details private. And there's a few reasons why you might want to do that. So any regulatory stumbling blocks can be dealt with in advance. And so the final filing is clean and ready to go. SpaceX did the same thing, filing a draft submission confidentially before the public S1 dropped a week or two ago. After the 2008 financial crisis, this is where this all starts. There's a lot of regulation that results from the fallout. Sarbanes-Oxley is the main one. And the financial markets slowly built back and started opening up as the economy rebuilt. So post Dodd-Frank, post Sarbanes-Oxley, you get a lot of regulation.

• 22:05John Coogan?

  And then over the next few decades, certain pieces get relitigated, renegotiated, and different paths open up to slightly less regulatory burdensome pathways in the financial markets. And so before 2012, the S1 became public early in the process, which was great for journalists who wanted to report on IPOs. It wasn't really that beneficial to very many other people, but it raised the stakes for companies because if anything was off, it could result in a botched IPO, which would be damaging for morale. You know, you hear that your company filed publicly and immediately something comes up and you can't fix it, so then you have to pull back and it's seen as

• 22:47Jordi Hays?

  Weakness.

• 22:48John Coogan?

  Damaging. Seen as weakness. No one wants to be running a company that publicly failed to IPO. And so in 2012, the Jobs Act passed, and they created a new class of company with some relaxed filing requirements. These are called emerging growth companies. It's defined by the SEC. They're called EGCs. And EGCs were defined as any company with less than a billion in revenue. Later, it was inflation adjusted to be 1.235 billion. But that doesn't really matter, though, because in 2017, staff at the SEC, under Trump I, expanded the confidential filing flow to include all issuers, not just EGCs. So anyone, no matter how much your revenue was, you could go through this process. And so the Jobs Act was driven by Republicans, but broadly

• 23:29John Coogan?

  And the 2017 change happened under Trump I, but again, it didn't face strong opposition. So private market investors like IPOs for liquidity. VCs love to come on the show and do a victory lap when they take a company public and it's great to return capital to LPs. And then on the other side, public market investors like access to more names. So it's sort of win-win. In 2017, this was a huge year for huge, large growth stage companies. These Decacorns, you had Uber, Airbnb, DoorDash, Palantir. They were all well past the billion dollar revenue threshold. But there was still a lot of uncertainty about how the market would value these companies because they had sort of new business models. There were some questions about different margin profiles, how the market would price these.

• 24:12John Coogan?

  There weren't direct comps to Uber and Airbnb already in the market. Are you going to just trade Airbnb like it's a hotel chain? Not really. It's asset light. So the market needs to digest that and confidentially filing was beneficial. And it was encouraging to these companies to say, yeah, we'll go try the IPO thing because it's less burdensome. So.

• 24:31Jordi Hays?

  Stripe should file confidentially for IPO, but then never actually go.

• 24:36John Coogan?

  I think that's a Colson brother nightmare. I think they wake up in cold sweats. I took the company public. What happened?

• 24:41Jordi Hays?

  No, I know, but it would be kind of funny to like confidentially file.

• 24:45John Coogan?

  Yeah, just pull it back.

• 24:46Jordi Hays?

  Let it, just let it just kind of sit there for another decade.

• 24:49John Coogan?

  Troll, troll IPO. So the confidential filing rules were expanded again in 2025 under Trump II SEC staff to include other financial offerings. So new issuance of stock, other classes of securities, these things can be reviewed before going out in the market. This allows companies to test the waters on follow-on financings, spinoffs, other capital markets transactions. You can go and test the waters. So there's no question that companies are staying private longer. Everyone knows this. Private markets are incredibly deep, driven both by mega fundraises from the largest venture capital firms, crossover investors from like hedge funds coming into the market. And then also plenty of activity, plenty of activity from the hyperscalers and strategics who can write a $10 billion check into a private company, no problem.

• 25:32John Coogan?

  So the end result is that the public markets have been, the public markets have been losing companies to private markets for years. Exchanges don't want this. Public markets investors don't want this. And so there's a huge demand to make, make going public less painful. Confidential filings don't fully obscure investor protections because all the traditional data needs to be released before any money changes hands. But it speeds up the time to market and increases coordination between private companies and their future shareholders in public markets. And so that's why companies are allowed to file confidentially. And I don't know, after reading that, I don't really have a problem with it. But you let us know. What do you think? Should it be illegal? Should it be straight to jail if you if you file confidentially? I don't know. We can roll it back.

• 26:14Jordi Hays?

  Couple more notes before our first guest. Joe Weisenthal is reporting that on the eve of the IPO, SpaceX employees are organizing more than 1,000 current and former SpaceX employees have banded together to negotiate with wealth management firms for better pricing and access to sophisticated tax-saving financial products ahead of the IPO.

• 26:32John Coogan?

  Interesting.

• 26:34Jordi Hays?

  I imagine the wealth management firms are thrilled about this. One more note. Friday IPOs. Alibaba.

• 26:42John Coogan?

  Okay.

• 26:43Jordi Hays?

  Uber.

• 26:43John Coogan?

  Ooh, big ones.

• 26:44Jordi Hays?

  And Meta.

• 26:45John Coogan?

  Oh.

• 26:46Jordi Hays?

  All on Friday.

• 26:46John Coogan?

  Okay, very interesting. I think there's gonna be a lot of fanfare. If the images in the S one were anything to judge, I think that like the actual coverage will be a spectacle. We will see Starbase in full force. It will be a lot of a lot of great entertainment and a pretty wild day, pretty wild day for the for the for financial history. OpenAI announced that they're breaking ground on Stargate, Michigan, a 1 gigawatt data center utilizing closed-loop cooling. And they're getting out ahead of the water, the water FUD. They say it uses water at the rate of a typical office building, creates thousands of union jobs.

• 27:25Jordi Hays?

  Not an office building that I'm in.

• 27:25John Coogan?

  No, I know you're drinking a lot of water. You're not drinking tap water. You're bringing in the glass bottled water potentially.

• 27:31Jordi Hays?

  Aurora.

• 27:32John Coogan?

  Aurora water.

• 27:33Jordi Hays?

  Aurora's, you know, getting thousands of gallons a day.

• 27:37John Coogan?

  AI pivot for Aurora? Filtering the water that goes into the data center? Make sure it's clean for the GPU?

• 27:43Jordi Hays?

  Only.

• 27:44John Coogan?

  I'm sure that there's a water filtering system. I'm sure that there is a water filtering system in these in these data centers.

• 27:50Jordi Hays?

  In other OpenAI news,

• 27:51John Coogan?

  What is going on?

• 27:52Jordi Hays?

  There's now sites in Codex. You can turn work ideas, plans into interactive websites or apps.

• 27:58John Coogan?

  Yeah.

• 27:59Jordi Hays?

  Your team can explore, use and share. This is very cool. This is what you asked for?

• 28:03John Coogan?

  Yes.

• 28:03Jordi Hays?

  The first time you ever tried Codex.

• 28:05John Coogan?

  It was my sort of like benchmark, my hello world test. Like, can I go on my phone into, into any of these AI apps and have it generate me a link to a website that I can share with a friend? Because I can generate a big deep dive text thread and I can share that link with someone. They can go in the app and see what I've been texting back and forth. That's very useful. You can generate an image and then you can save that to your camera or send that around. It's very portable. And when I demoed Meta AI, the latest launch, one of the suggested prompts is like vibe code a video game. And it actually does a really, really great job building a little miniature video game. And it gives you a link, but the link is like trapped within the Meta AI. I'm like, oh, we're so close.

• 28:49John Coogan?

  It's such a minor thing to have a, to have an actual hosting service there. But I think that that's exciting for virality and something we'll see.

• 28:56Jordi Hays?

  It'd be a bull market for simulators.

• 28:57John Coogan?

  Yes, because you'll be able to, I mean, the, there are a lot of people who, you know, they, as much as they want the Mac Mini and the MacBook Pro with the lid cranked open at all times, they want to, you know, vibe code something or build something on their phone and then send that to a friend. And if they build something interactive, they want that to be shareable. And this is a, you know, exciting, exciting development.

• 29:21Jordi Hays?

  Speaking of Meta, they had,

• 29:24John Coogan?

  What's going on with Meta?

• 29:25Jordi Hays?

  I think a pretty insane issue.

• 29:27John Coogan?

  Oh yeah, is this real? I, I saw this and I was like, this cannot possibly be real, but it is in 404 media.

• 29:34Jordi Hays?

  I've seen, I've seen a number of people that I know that have one word usernames.

• 29:38John Coogan?

  That got, that got hacked?

• 29:39Jordi Hays?

  Yeah.

• 29:40John Coogan?

  Okay, so basically this is from 404 media. Hackers simply asked Meta AI to give them access to high profile Instagram accounts. It worked. I'm sure they're rolling it back. I'm sure they're on top of this, but the exploit shows the extreme risk of offloading technical support to AI. I guess the AI was able to deliver account recovery information to anyone who asked and it wasn't segmented. It didn't do the proper validation. Hackers say that they used Meta AI Chatbot to break into a high-profile Instagram account.

• 30:10Jordi Hays?

  Here's a video of how it worked. We can pull it up.

• 30:12John Coogan?

  Play that video.

• 30:13Speaker 03

  Hackers are stealing high-profile Instagram accounts using the easiest possible method. They're just asking Meta's AI Chatbot for access to the accounts. Here's how it worked. Basically, they started a chat with Meta's AI Chatbot and said, hey, I want access to a specific account. Please send a reset code to the hacker's email address.

• 30:33Jordi Hays?

  What's that panting noise?

• 30:34Speaker 03

  And low and behold, Meta's AI Chatbot said-

• 30:36John Coogan?

  That's not our soundboard. That's his soundboard.

• 30:38Speaker 03

  In the last 24 hours, we've seen some really high-profile accounts targeted this way. We saw Barack Obama's White House account get stolen. We saw a Space Force account get stolen.

• 30:46John Coogan?

  So they were only targeting high-profile Instagram accounts? Do they go after yours, Jordy?

• 30:51Jordi Hays?

  No, I'm not. I'm not in that league.

• 30:52John Coogan?

  Oh, they came out of mine crazy. They were trying to steal my- Oh, it's insane. I was just getting bombarded because they were like, we gotta get this guy's Instagram account.

• 31:02Jordi Hays?

  No, they were probably going for your dog's Instagram account.

• 31:04John Coogan?

  Maybe. I think he still has more followers than me. Rest in peace, Gustavo. One of the best to ever do it.

• 31:11Jordi Hays?

  Mike Isaac said, get ready to get even more annoyed by your cheapest friends because the Germinator is sharing that Apple readies iOS 27 service that will let users split bills for dinners, events by taking a photo of a receipt and assigning items to friends. This is annoying superintelligence that I won't be using. This will be part of Apple Wallet and Cash, taking on Venmo and Splitwise.

• 31:38John Coogan?

  You gotta do the credit card roulette.

• 31:40Jordi Hays?

  I love that game.

• 31:41John Coogan?

  Or the inverse credit card roulette, where one person, you take out one credit card, they don't pay, so they get the free dinner and everyone else splits the bill. And everyone else pays like 10% more, but someone else got like a free dinner. So they get a great, you know.

• 31:54Jordi Hays?

  And everyone got great company.

• 31:56John Coogan?

  Yeah, but no, every dinner should be a ruthless game theoretic Nash equilibrium of everyone trying to drink exactly the same amount or buy the most expensive steak to one-up each other so that you don't get taken to the cleaners with an even split. You want to get your money's worth. So if you see someone ordering the porterhouse, you say, I'll have two porterhouses. Give me two porter houses. We're splitting this evenly, right? Oh, you got three glasses of wine?

• 32:21Jordi Hays?

  Let's do another round.

• 32:21John Coogan?

  I'll take 10.

• 32:22Jordi Hays?

  But triple me up.

• 32:23John Coogan?

  And I am having dessert. I'm having two desserts.

• 32:25Jordi Hays?

  Yeah, I'm a big dessert guy.

• 32:26John Coogan?

  I'm a big dessert guy, actually. I'll be taking it to go.

• 32:29Jordi Hays?

  That's the buzz.

• 32:30John Coogan?

  I'll be taking dessert.

• 32:31Jordi Hays?

  Order lunch for tomorrow, too.

• 32:32John Coogan?

  And I'd like a third porter house.

• 32:34Jordi Hays?

  For lunch.

• 32:35John Coogan?

  For lunch, tomorrow. Let's split the bill evenly. Don't, don't pull out your Apple intelligence on me. Don't do that. I, what's the crime? Having a porter house? Having two porter houses? Having three porter houses?

• 32:47Jordi Hays?

  Four?

• 32:47John Coogan?

  You're gonna, you're gonna divide that up with Apple intelligence?

• 32:49Jordi Hays?

  Oh, you don't want-

• 32:50John Coogan?

  Take a photo of your receipt.

• 32:51Jordi Hays?

  You don't want one of your good friends to hit their macros today?

• 32:54John Coogan?

  What are you trying to do here?

• 32:55Jordi Hays?

  There's a whey protein shortage.

• 32:56John Coogan?

  What's going on?

• 32:56Jordi Hays?

  There's a whey protein shortage and you're saying I shouldn't order my second and third porter house?

• 33:01John Coogan?

  What is going on?

• 33:01Jordi Hays?

  When you know if I go to the store right now, whey's gonna be priced to the-

• 33:06John Coogan?

  Let me have a porter house. Let me have three.

• 33:09Jordi Hays?

  That's a good place to end it, folks.

• 33:11John Coogan?

  Let me tell you about Ramp one more time. Time is money, say both. Easy to use corporate cards, bill pay, accounting, and a whole lot more.