Key Takeaways:
AkademikerPension's blacklist of SpaceX marks the first major institutional pushback against Elon Musk's dual-class control structure ahead of the largest IPO in history.
SpaceX's plan to raise $75 billion in an initial public offering that could value the rocket company at $1.8 trillion has drawn its first public rebuke from a European institutional investor, with Danish pension fund AkademikerPension saying it will blacklist the stock over what it called a "disastrous corporate governance structure."
"The company is not only severely overvalued at its target valuation, but it also has a disastrous corporate governance structure," Anders Schelde, chief investment officer at AkademikerPension, said in a statement. The fund's criticism centers on the dual-class share structure disclosed in SpaceX's S-1 filing, which gives Elon Musk near-absolute control over the company and effectively makes him unfireable as chief executive officer.
SpaceX's S-1, filed with the Securities and Exchange Commission on May 20, targets a valuation between $1.75 trillion and $2 trillion, which would surpass the $1.7 trillion record set by Saudi Aramco in 2019. The company plans to list on the Nasdaq under the ticker SPCX as early as June 12, with 23 banks underwriting the offering led by Goldman Sachs. Musk, who owns about 42 percent of SpaceX, would see his stake valued at roughly $735 billion at the midpoint of the range, putting him on track to become the world's first trillionaire.
The governance concerns extend beyond the dual-class structure. SpaceX's filing reveals that the company lost $4.94 billion in 2025, driven by heavy investment in Starship development, satellite deployment, and its artificial intelligence operations. The AI segment, formed after SpaceX merged with Musk's xAI in February 2026 and absorbed X (formerly Twitter), posted a $6.35 billion operating loss in 2025 and another $2.46 billion loss in the first quarter of 2026 alone. SpaceX poured $12.7 billion into AI capital expenditures in 2025 and another $7.7 billion in the first quarter of this year.
The Governance Question
Bloomberg Intelligence has flagged the governance structure as a key risk, noting that Musk's control over voting rights means public shareholders will have no meaningful say in corporate decisions, including the potential merger of SpaceX with Tesla. Musk has discussed combining the two companies, according to people familiar with the talks, and WedBush Securities analyst Dan Ives has placed 80 percent odds on a merger in 2027. Betting market Kalshi puts 52 percent odds on a tie-up before May 1, 2027.
The governance concerns are compounded by questions about the accuracy of SpaceX's financial disclosures. In a post on X this week, Musk contradicted the S-1 filing's description of a compute capacity lease with AI startup Anthropic. The prospectus states that Anthropic agreed to pay $1.25 billion per month through May 2029, while Musk described the deal as a "180 day lease with 90 day notice mutual cancellation." Eric Talley, a professor at Columbia Law School specializing in corporate governance, said the discrepancy means "either Musk is correct and the S-1 is materially misleading, or the S-1 is correct and Elon is up to his old hijinx."
What's at Stake for Investors
For institutional investors bound by environmental, social and governance mandates, the SpaceX IPO presents a dilemma. The company's Starlink business, which generated $11.4 billion of SpaceX's $18.7 billion in 2025 revenue and has grown to 10.3 million subscribers, represents a genuine profit-making opportunity. But the governance structure means those profits could be redirected to Musk's other ventures, including the money-losing AI operations and a potential Tesla merger.
PitchBook analyst Franco Granda said in a report that "critical disclosures are missing" from the prospectus, including subscriber churn rates, unit economics for the Falcon 9 rocket, and AI segment granularity. The company has not broken out subscriptions for chatbot Grok or provided utilization rates for its 1.0 gigawatts of deployed compute capacity.
AkademikerPension's blacklist could signal broader resistance from European institutional capital, which has increasingly applied ESG scrutiny to companies with concentrated control structures. If other large pension funds follow suit, SpaceX may need to adjust its governance terms or risk losing a significant portion of its potential institutional investor base. The IPO is expected to price on June 11, with trading beginning the following day on the Nasdaq.
This article is for informational purposes only and does not constitute investment advice.
