The Government Wants Equity For Its Grant. Would You Say Yes?
Fusion startups Helion and Commonwealth Fusion Systems are giving the government non-voting shares in return for federal awards. Here is what first-time founders should ask before trading equity for money.

Imagine a grant that comes with a string. Not a reporting string. A piece of your company.
That's what's happening in fusion energy right now. Two well-funded startups just agreed to hand the U.S. government shares in exchange for federal awards. You're probably not building a fusion reactor. But the question underneath it lands on every founder sooner or later: when is "free money" actually free?
What did the fusion startups agree to?
Helion and Commonwealth Fusion Systems (CFS) will give the government non-voting equity in exchange for money from the Department of Commerce. According to TechCrunch, the two companies share $260 million in CHIPS and Science Act awards meant to develop advanced semiconductors for powering and controlling their reactors. Helion's piece is $175 million, and CFS's is $85 million.
RuntimeWire, citing Reuters, reports Helion's award is part of up to $389 million going to four companies, and that the government would take minority, non-controlling, non-voting stakes.
One detail matters a lot: Helion's deal is a letter of intent. GeekWire notes it still has to be finalized. A signed letter isn't a closed deal, so treat every number here as "announced," not "done."
How much of the company does the government get?
For Helion, about 1%. TechCrunch says the $175 million stake is based on Helion's Series G round, which valued the company at $15.5 billion. Do the math and you land right around 1.1%.
CFS is murkier. Its stake is also non-voting and tied to its latest valuation, but the company hasn't made that valuation public. So nobody outside the company can say how big the stake is.
Compare that with the money these companies have already collected. TechCrunch reports CFS has raised about $4 billion and Helion has around $3.2 billion in committed capital. The new awards are small next to that.
What is non-voting equity, in plain English?
It's ownership without a say in decisions. The holder shares in the upside if the company is worth more later, but doesn't vote on board seats or major choices.
For a founder, non-voting stock is the gentler kind of stake. You keep control. You do give up a slice of the eventual payout, which means every existing shareholder owns a little less.
That's dilution. If you own 20% of a company and someone new takes 1%, your piece shrinks a bit even though nothing else changed. TechCrunch makes this point about the fusion deals: the money may not need new private capital, but the stake still dilutes the people already on the cap table.
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Is this a new trend or a one-off?
It looks like a trend. TechCrunch lists several recent government equity deals:
- MP Materials: a 15% government stake alongside a $400 million investment, a $150 million loan, offtake agreements, and profit sharing.
- USA Rare Earth: a 10% stake for a $277 million award and a $1.3 billion loan.
- Intel: roughly $8.9 billion in previously awarded but unpaid grants converted into about a 10% stake.
- Proxima Fusion in Germany: German and EU backers sit on its cap table through state-backed funds.
Helion's CEO, David Kirtley, argued the structure is getting more common in large government investments and that it "aligns the interests of Helion and the U.S. taxpayer around our commercial success."
Not every fusion company went this way. TechCrunch notes Thea Energy and Avalanche Energy have taken federal awards and contracts without giving up equity, and Pacific Fusion and Inertia Enterprises have worked with federal labs without a stake.
What are the upsides of taking the deal?
There are a few, and they're real.
First, it's a signal. Government backing says a field matters nationally, and that can raise investor confidence. Second, you get cash without courting a new round of private investors. Third, your largest shareholder-to-be has a stake in your success, not just a contract with you.
Helion also isn't walking in empty-handed. GeekWire reports it's adding $50 million of its own funds to the effort, and that the program runs three years, with more than $100 million going to research and manufacturing in Everett, Washington, and about $80 million toward semiconductor development with GlobalFoundries. More than 100 jobs are expected in Everett.
So the exchange isn't only shares for cash. It's shares for cash plus a defined project with milestones.
What are the risks?
TechCrunch raises several open questions, and they're worth borrowing as a checklist.
Dilution is the obvious one. Venture investors have to decide whether the trade is worth it. The involvement of a government shareholder might also make some private investors hesitate. And it's unclear how a government stake would behave in awkward moments: pay-to-play rounds, wind-downs, or any fight over who sits first in line on the cap table.
CFS's undisclosed stake adds another wrinkle. If investors can't see the size, they can't price it.
And there's a reality check on the technology itself. RuntimeWire points out the award supports a key hardware layer but "does not establish Helion's commercial schedule" or prove commercial fusion performance. Money for chips isn't a power plant.
What should a first-time founder take from this?
Most of us will never see a $175 million award. The reasoning still scales down.
Before you accept any funding that comes with equity, ask these questions:
- What exactly is the percentage, and at what valuation was it set?
- Does the holder get votes, board seats, or special rights?
- What happens to this stake in a down round, a sale, or a shutdown?
- Will it make a future investor hesitate?
- What project or milestones come attached, and can we really hit them?
- Does the money change how we spend our time?
Writing the answers down helps. A spreadsheet works. A planning tool like Foundra that organizes financial projections and scenarios can too, because you'll want to see your ownership after each possible deal, not just the first one.
Then bring a startup attorney in before you sign anything. Terms like these are exactly where lawyers earn their fee, and this article isn't legal advice.
How is a government shareholder different from a venture investor?
A venture investor usually joins for one reason: a big exit. They push for growth, watch the numbers, and often take board seats. A government shareholder in these deals has a different shape. Helion's CEO framed it as aligning the company with taxpayers around commercial success, and the shares are non-voting, so there's no seat at the table.
Still, the cap table gets one more name on it. Future investors will read that line. Some will shrug. Others will ask what rights come with it, and you'll want a clear, short answer ready.
Here's the practical habit to build: keep a one-page summary of every deal you've signed, with the percentage, the rights, and the date. When a new investor asks, you'll look organized instead of scrambling through email.
What does this mean if you are tiny and pre-revenue?
Probably nothing today. But the trade-off pattern shows up in smaller forms: accelerators that take a few percent, grant programs that ask for rights, strategic partners who want a stake alongside a contract.
The fusion companies had bargaining power. Thea Energy and Avalanche Energy took federal money without handing over shares, which proves a different deal existed for at least some players. When you have options, you can negotiate. When you don't, you take what's offered, and the discipline of asking the six questions above matters even more.
Also, don't let a shiny logo on your cap table distract you from cash runway. Ask how many months of work the money buys, and what you must deliver to keep getting it.
Key takeaways
- Helion and Commonwealth Fusion Systems agreed to give the government non-voting equity in exchange for Commerce Department awards.
- Helion's $175 million deal equals roughly 1% at its $15.5 billion Series G valuation, and it's a letter of intent, not a final contract.
- Non-voting means no say in decisions, but it still dilutes existing owners.
- Other companies, like Thea Energy and Avalanche Energy, took federal support without giving equity.
- Ask about percentage, valuation, rights, downside scenarios, and investor reaction before accepting equity-linked money.
- Always involve a startup attorney.
Frequently asked questions
Is government funding always free money? No. Many awards have no equity attached, but the fusion deals show some now do. Read the terms before you celebrate.
What does "non-dilutive" mean? It describes money that doesn't require selling new shares. TechCrunch notes that the fusion awards avoid raising new private capital, but the government stake still reduces what existing holders own.
How is a letter of intent different from a final deal? A letter of intent states what the parties plan to do. Terms can still change before they sign the final agreement, as GeekWire notes for Helion.
Does non-voting equity affect who controls the company? It doesn't give the holder votes on decisions, so founder control isn't directly changed. It does change how the eventual payout is split.
Should every startup avoid giving equity for grants? Not necessarily. Some trades make sense if the money, credibility, and project fit your plan. The point is to know the price before you say yes.
Who should review a deal like this? A startup attorney and, ideally, a tax adviser. They can explain how the terms behave in future rounds or a sale.
Sources
- Fusion startups are giving the government shares in exchange for awards. Is it worth it? TechCrunch, October 26, 2026
- Fusion startup Helion lines up potential $175M CHIPS award to develop advanced semiconductors, GeekWire
- Commerce signs Helion letter of intent for up to $175M in fusion hardware, RuntimeWire
- Federal semiconductor funding targets next generation power infrastructure, Oil & Gas 360
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