Acquirer: Samsung C&T Corporation (South Korea)
Acquired: NuScale Power Corporation (U.S.)
Value: $30 million
Industry Tags: Energy; Nuclear
On December 13, 2021, Spring Valley Acquisition Corp., a publicly traded (NASDAQ: SV) “special purpose acquisition company” formed for the “purpose of effecting a merger . . . or similar business combination . . . ,” entered into an agreement and plan of merger with NuScale Power, LLC, pursuant to which NuScale Power LLC will become a “wholly controlled subsidiary” and “Spring Valley will be renamed NuScale Power Corporation . . .” (Spring Valley Acquisition Corp. Form 8-K, Dec. 13, 2021, SEC Filing.) “In connection with entering into the Merger Agreement, Spring Valley entered into subscription agreements (as amended from time to time, the ‘Subscription Agreements’), each dated as of December 13, 2021, with certain institutional and other accredited investors (the ‘PIPE Investors’), pursuant to which, among other things, the PIPE Investors agreed to purchase an aggregate of 21,300,002 shares of NuScale Corp Class A Common Stock immediately prior to the Closing at an aggregate cash purchase price of $211,000,000 (the ‘PIPE Investment’).” (Spring Valley Acquisition Corp. Form S-4, Feb. 11, 2022, SEC Filing.)
Separately, “[o]n July 26, 2021, NuScale LLC entered into a Business Collaboration Agreement with Fluor [, its majority shareholder,] and Samsung C&T . . .” (NuScale Power Corporation Form S-1, May 12, 2022, SEC Filing.) “On January 28, 2022, in connection with the commitment of Samsung C&T to invest an additional $30 million in the PIPE Investment, NuScale LLC, Samsung C&T and Fluor modified the Business Collaboration Agreement . . . .” (Id.) “NuScale LLC and Samsung C&T have determined that it is appropriate to obtain CFIUS approval of the modification of the Business Collaboration Agreement and Samsung C&T’s participation in the PIPE Investment.” (Id.) On May 4, 2022, Samsung C&T and NuScale received notice of CFIUS approval of the Samsung C&T PIPE Investment.” (Id.)
Please contact Peter Alfano with any questions.