Elon Musk will withdraw a $97.4 billion offer to buy OpenAI if its board of directors returns the artificial intelligence pioneer to a non-profit "charity" model, according to court documents filed on Wednesday.

Musk made an offer to buy the ChatGPT creator on Monday, the Wall Street Journal reported, but Chief Executive Sam Altman swiftly turned it down, saying OpenAI was "not for sale."

The filing states: "If OpenAI, Inc.'s Board is prepared to preserve the charity's mission and stipulate to take the "for sale" sign off its assets by halting its conversion, Musk will withdraw the bid.

"Otherwise, the charity must be compensated by what an arms-length buyer will pay for its assets."

OpenAI currently operates a hybrid structure, as a non-profit with a money-making subsidiary.

The change to a for-profit model -- one that Altman considers crucial for the company's development -- had exacerbated ongoing tensions with Musk.

Musk and Altman were among the 11-person team that founded OpenAI in 2015, with the former providing initial funding of $45 million.

Three years later, Musk departed the company, with OpenAI citing "a potential future conflict for Elon... as Tesla continues to become more focused on AI."

The massive costs of designing, training, and deploying AI models have forced the company to seek a new corporate structure that would give investors equity and provide more stable governance.

The transition to a traditional for-profit company requires approval from California and Delaware authorities, who will scrutinize how the non-profit arm of OpenAI is valued when it becomes a shareholder in the new company.

Current investors prefer a lower valuation to maximize their share of the new company. 

Musk's bid, valuing the OpenAI non-profit at $97.4 billion -- approximately $30 billion above the level in current negotiations, according to The Information -- appears designed to disrupt the company's fundraising efforts.

Musk's latest move to undermine his former ally came shortly after Altman made an appearance at the White House, announcing his involvement in Stargate, a Donald Trump-sponsored AI infrastructure project partnering with Japan's SoftBank.

Musk, who plays a central role in the Trump White House, immediately criticized the $500 billion AI project, claiming the funding was not secured in an apparent break from the US president.