Anthropic rewards firms with IPO roles as it eyes future legal risks

By Mike Scarcella and Sara Merken

WASHINGTON, Oct 26 (Reuters) - Anthropic turned to a stable of Silicon Valley and Wall Street law firms to shepherd its potentially record-breaking US IPO, including one with an equity stake in the AI company, a regulatory filing showed on Monday.

Anthropic said in its IPO filing with the US Securities and Exchange Commission on Monday that investment partnerships affiliated with its counsel on the offering, Wilson Sonsini Goodrich & Rosati, directly or indirectly own less than .01% of Anthropic’s outstanding capital stock.

Palo Alto, California-based Wilson Sonsini, long known for its work for technology companies, did not immediately respond to a request for comment on Monday. Some current and prospective investors are valuing Anthropic at about $1.5 trillion, down from roughly $2 trillion a week ago.

Wilson Sonsini is not alone among law firms with a startup clientele in taking an equity stake in certain clients. Fenwick & West held nearly 900,000 shares in longtime client Figma when it went public in 2025, a stake worth about $29 million at the IPO price.

Anthropic’s filing said Freshfields US is counsel to the underwriters in the IPO. Goldman Sachs and Morgan Stanley were named as the lead banks for the IPO alongside 20 others as underwriters.

Orrick, Herrington & Sutcliffe advised Anthropic on executive-compensation and equity-related matters, according to the IPO filing. Orrick has advised Anthropic on other legal matters, including its acquisition this year of technology company Stainless.

Cleary Gottlieb and Yale law professor John Morley advised Anthropic's Long-Term Benefit Trust, and Cravath, Swaine & Moore is advising the company's co-founders on certain governance matters, the filing said.

Anthropic warned investors in the filing that its AI models and services face a broad range of legal risks, including product liability, consumer protection, negligence and failure-to-warn claims stemming from alleged harms caused by outputs, autonomous AI agents or customer use of its technology.

The company said legal frameworks are unsettled over whether AI systems should be treated as products or services, creating uncertainty over potential liability.

Anthropic also disclosed that it received a civil investigative demand this month from the US Federal Trade Commission seeking information related to consumer protection, privacy, data protection and product safety and security.

(Reporting by Mike Scarcella and Sara Merken)