NUSCALE POWER Corp
For the period ended Mar 31, 2025. Filed May 12, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed May 12, 2025
SMR$5.08+16.2%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2024-09-30; filed 2024-11-08.
0001822966-24-000144
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-03-31; filed 2025-05-12.
0001822966-25-000088
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 54 previous paragraphs and 43 current paragraphs.
15 unchanged; 12 reworded; 16 added; 26 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 2 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
The Company has partnered with ENTRA1, which acts as NuScale’s global strategic partner for commercialization and development of power plants utilizing NPMs. ENTRA1 holds the exclusive rights for the worldwide commercialization, distribution, sales and development of our products, services and power plants. ENTRA1 can decide whether to participate in a commercial opportunity. If ENTRA1 declines to participate in a commercial opportunity, NuScale may pursue the opportunity on its own.
Current report
The Company currently has one major customer: RoPower Nuclear S.A. (“RoPower”), which is a joint venture established by S.N. Nuclearelectrica S.A. (“Nuclearelectrica”) and Nova Power & Gas S.A. Under Phase 1 of the contract with RoPower, we defined the major site and specific inputs for a NuScale 6-module power plant to be deployed at the Doicesti Power Station site in Romania. In the third quarter of the 2024 fiscal year, Nuclearelectrica and RoPower signed the Front-End Engineering and Design (“FEED”) Phase 2 contract with Fluor, a related party to NuScale. FEED Phase 2 will include tasks related to the development of a Class 3 plant cost estimate, as well as support to RoPower with its regulatory and stakeholder engagements. NuScale is supporting their scope of this FEED Phase 2 as a subcontractor to Fluor.
Current report
The increase in revenue and cost of sales was attributable to engineering and licensing fees and services in support of advancing RoPower’s goal of deploying a NuScale 6-module power plant in Romania.
Current report
Research and development expenses decreased due to management’s implementation of various internal cost optimization measures that resulted in $1.8 million of compensation cost savings, and lowered professional fees by $2.3 million in connection with the Company’s transition from an R&D-based company to a commercial company.
Current report
G&A expenses increased due to higher strategic business development costs in the amount of $3.7 million as we continue to build our brand globally and $2.8 million in legal and accounting fees as we transitioned to a large accelerated filer. These increases were partially offset by lower compensation costs associated with management’s cost optimization measures.
Current report
Other expenses decreased as a result of $4.4 million in compensation cost savings associated with cost optimization measures and the $3.2 million one-time charge associated with the workforce reduction in 2024, which was partially offset by higher equity-based compensation costs.
Current report
Sponsored Cost Share
Current report
Sponsored cost share decreased due to the Company hitting the cost share cap with DOE, USTDA and RoPower.
Current report
The change in fair value of warrant liabilities is a result of the Company’s redemption all outstanding Warrants in the fourth quarter of the 2024 fiscal year.
Current report
Interest Income
Current report
Due to the Company’s strong cash position, management has been able to invest more heavily in cash equivalents and short-term investments that provided greater rates of return during the three months ended March 31, 2025.
Current report
Our cash used in operations decreased during the three months ended March 31, 2025 due to management’s continuous effort to control costs and discretionary spending.
Current report
Commitments and Contractual Obligations
Current report
On December 20, 2024, NuScale entered into a purchase commitment for additional material to support the development of future NPMs in the amount of $69.3 million. Under this commitment, the Company will pay $24.3 million during the 2025 fiscal year, $34.6 million during the 2026 fiscal year and $10.4 million during the 2027 fiscal year.
Current report
Effective January 1, 2025, the Company entered into sales and marketing agreements in the amount of $34.8 million for services to be performed ratably over the 2025 fiscal year. As of March 31, 2025, $26.1 million is still committed.
Current report
From time to time, NuScale enters into technical assistance grant programs with the United States Trade and Development Agency (“USTDA”), whereby the Company receives cost share commitments to support licensing work in foreign markets. Under these programs, NuScale has agreed to pay the USTDA a certain percentage of all revenue earned in a geographic area or associated with a specific contract. Should NuScale earn revenue under the guidelines of these programs, the Company could owe the USTDA for funds previously received, or up to $7.4 million.
Removed paragraphs (26)
Previous report
The Company currently has only one “Class 1” customer: RoPower Nuclear S.A. (“RoPower”), which is a joint venture established by S.N. Nuclearelectrica S.A. (“Nuclearelectrica”) and Nova Power & Gas S.A. In November 2023, we entered into the Release Agreement with CFPP LLC, the Company’s first customer, pursuant to which the Company agreed to terminate the Development Cost Reimbursement Agreement (“DCRA”), as amended, and our Long Lead Material Reimbursement Agreement (“LLM Agreement”). CFPP LLC was receiving funding for approximately 79% of its qualified project costs, including the long-lead materials (“LLM”), under a cooperative agreement with the Department of Energy (“DOE”). Under the Release Agreement, we agreed to repay CFPP LLC’s Net Development Costs. Upon final settlement of the LLM Agreement, and once DOE is compensated for its investment in the LLM (stemming from DOE’s funding under its cost share agreement with CFPP LLC), NuScale will obtain all rights and obligations associated with the LLM.
Previous report
Revenue Recognition
Previous report
As we continue to transition from a R&D company toward the commercialization of our SMR, we continue to expand our array of products and services. During the third fiscal quarter of 2024, the Company entered into a revenue generating agreement with a customer, structured as a fixed price contract with variable consideration. Under this fixed price contract, all amounts currently collected are deferred and included in Customer deposit on the condensed consolidated balance sheet, with revenue to be recognized as performance obligations are achieved.
Previous report
The decrease in revenue and cost of sales was attributable to the loss of the contract with CFPP LLC.
Previous report
R&D expenses decreased as a result of $2.1 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, while we also had lower professional fees of $49.4 million which is comprised of a $34.5 million CFPP LLC contract termination fee, combined with various internal cost optimizing measures.
Previous report
Sponsored cost share decreased due to decreased DOE funding and the loss of the CFPP LLC contract.
Previous report
The change resulted from an increase in the Company’s warrant price during the three months ended September 30, 2024, while the price dropped during the same period in the previous fiscal year.
Previous report
Comparison of the Nine Months Ended September 30, 2024 and 2023
Previous report
Changes in Presentation
Previous report
For the nine months ended September 30, 2023, amounts totaling $1.9 million were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation.
Previous report
Revenue and Cost of Sales
Previous report
The decrease in revenue and cost of sales was attributable to the loss of the contract with CFPP LLC.
Previous report
Research and Development
Previous report
R&D expenses decreased as a result of $6.0 million in lower compensation costs associated with our transition from a R&D-based company to a commercial company, along with lower professional fees of $74.5 million, which includes a $34.5 million CFPP LLC contract termination fee, combined with various internal cost optimization measures.
Previous report
G&A expenses increased due to higher strategic marketing expenses in the amount of $7.4 million, partially offset by lower professional fees and management successfully executing their strategy for controlling costs related to nonessential items.
Previous report
Other expenses decreased as a result of lower equity-based compensation in the amount of $2.2 million along with savings on nonessential expenses management has identified and eliminated.
Previous report
Sponsored cost share decreased as a result of the loss of the contract with CFPP LLC and decreased DOE funding in the current year.
Previous report
The change resulted from an increase in the Company’s warrant price during the nine months ended September 30, 2024, while the price decreased during the same period in the prior year.
Previous report
During the three months ended September 30, 2024, the ATM Program generated gross proceeds of $32.0 million and net proceeds of $31.2 million, while for three and nine months ended September 30, 2023, the ATM Program generated gross and net proceeds of $8.3 million and $7.9 million, respectively. During the nine months ended September 30, 2024 the ATM Program generated gross and net proceeds of $106.5 million and $103.8 million, respectively. As of September 30, 2024, we have 2,601,042 shares of Class A common stock authorized and available under the ATM Program at an aggregate sales price of up to $33.1 million.
Previous report
Subsequent to September 30, 2024, the Company executed a revenue generating agreement with Fluor, whereby NuScale will provide engineering and design services in support of Phase 2 Front-End Engineering and Design for a VOYGRTM-6 Nuclear Power Generation project.
Previous report
Our cash used in operations improved during the nine months ended September 30, 2024 due to the receipt of the customer deposit and lower strategic marketing spend.
Previous report
Capital Resources
Previous report
In connection with DOE and UAMPS Award 8935, DOE designated NuScale as a subrecipient to UAMPS for the production of NPM 1, while classifying NuScale as a contractor or subcontractor for NPMs 2-6. As part of DOE’s classification of NuScale as a contractor or subcontractor for NPMs 2-6, DOE noted that should NuScale fail to initiate commercial operation of NPM 1, DOE has the right to demand repayment of the fees invoiced for NPMs 2-6.
Previous report
Recent Accounting Pronouncements
Previous report
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) – Improvements to Income Tax Disclosures (ASU 2023-09). ASU 2023-09 requires that an entity, on an annual basis, disclose additional income tax information, primarily related to the rate reconciliation and income taxes paid. The amendment in the ASU is intended to enhance the transparency and decision usefulness of income tax disclosures. The ASU’s amendments are effective for annual periods beginning after December 15, 2024. The Company is currently evaluating the impact that adoption of ASU 2023-09 will have on our condensed consolidated financial statements.
Previous report
In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures. ASU 2023-07 requires annual and interim disclosures that are expected to improve reportable segment disclosures, primarily through enhanced disclosures about significant segment expenses. The provisions of ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating ASU 2023-07 to determine its impact on the Company’s disclosures, however, the Company does not expect ASU 2023-07 to have a material impact.
Reworded paragraphs (12)
Previous wording
The following discussion and analysis of the financial condition and results of operations of NuScale Power Corporation should be read together with our financial statements as of and for the years ended December 31, 2023 and 2022 and our unaudited interim condensed consolidated financial statements as of and for the three and nine months ended September 30, 2024 and 2023, together with related notes thereto. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those projected in these forward-looking statements as a result of various factors. As used herein, “NuScale,” “the Company,” “us,” “our” or “we” refer to NuScale Power Corporation, together with its consolidated subsidiaries.
Current wording
The following discussion and analysis of the financial condition and results of operations of NuScale Power Corporation should be read together with our financial statements as of and for the years ended December 31, 2024, 2023 and 2022 and our unaudited interim condensed consolidated financial statements as of and for the three months ended March 31, 2025 and 2024, together with related notes thereto. This discussion may contain forward-looking statements based upon current expectations that involve risks and uncertainties. Our actual results may differ materially from those projected in these forward-looking statements as a result of various factors. As used herein, “NuScale,” the “Company,” “us,” “our” or “we” refer to NuScale Power Corporation, together with its consolidated subsidiaries.
Previous wording
Our small modular reactor (“SMR”), known as the NuScale Power Module (“NPM”), provides a scalable power plant solution incorporating enhanced safety, improved affordability and extended flexibility for diverse electrical and process heat applications. Our scalable design provides carbon-free energy at a reduced cost when compared with gigawatt-sized nuclear facilities.
Current wording
Our small modular reactor (“SMR”), known as NuScale Power Module (“NPM”), provides a scalable power plant solution incorporating enhanced safety, improved affordability and extended flexibility for diverse electrical and process heat applications. Our scalable design provides carbon-free energy at a reduced cost when compared with gigawatt-sized nuclear facilities.
Previous wording
Since our founding in 2007, we have made significant progress towards commercializing the first SMR in the United States. In 2017, we submitted our Design Certification Application (“DCA”) to the U.S. Nuclear Regulatory Commission (“NRC”). On August 28, 2020, the NRC issued its Final Safety Evaluation Report, representing the NRC’s completion of its technical review. On September 11, 2020, the NRC issued its Standard Design Approval (“SDA”) of our NPM and scalable plant design. With this phase of NuScale’s DCA now complete, customers may proceed with plans to develop NuScale power plants with the understanding that the NRC has approved the safety aspects of the NPM and plant design. We expect the Company will continue to experience operating losses and negative operating cash flow until the commercialization of the NPM. On January 19, 2023, the NRC published in the Federal Register a final rule that certifies NuScale’s SMR design for use in the United States, which became effective 30 days after publication.
Current wording
Since our founding in 2007, we have made significant progress towards commercializing the first SMR in the United States. In 2017, we submitted our Design Certification Application (“DCA”) to the U.S. Nuclear Regulatory Commission (“NRC”). On August 28, 2020, the NRC issued its Final Safety Evaluation Report, representing the NRC’s completion of its technical review. On September 11, 2020, the NRC issued its Standard Design Approval (“SDA”) of our NPM and scalable plant design. With this phase of NuScale’s DCA now complete, customers may proceed with plans to develop NuScale SMR-based power plants with the understanding that the NRC has approved the safety aspects of the NPM and plant design. On January 19, 2023, the NRC published in the Federal Register a final rule that certifies NuScale’s SMR design for use in the United States, which became effective 30 days after publication.
Previous wording
In January 2023, the Company submitted a SDA Application and the associated licensing topical reports to the NRC for NuScale’s 6-unit 77 MWe NPM design. Once approved, customers in the United States will be able to reference the certified design and SDA for expedited construction and operating licensing of NuScale’s SMR pursuant to 10 CFR Part 52. On July 31, 2023, the NRC formally announced that it has accepted the Company’s SDA Application for formal review. Based on the NRC’s published schedule for SDA Application review, we expect the NRC will complete its review and SDA approval will be received by July 31, 2025.
Current wording
In January 2023, the Company submitted an SDA Application and the associated licensing topical reports to the NRC for NuScale’s 6-unit 77 MWe NPM design. Once approved, customers in the United States will be able to reference the certified design and SDA for expedited construction and operating licensing of NuScale’s SMR pursuant to 10 CFR Part 52. On July 31, 2023, the NRC formally announced that it has accepted the Company’s SDA Application for formal review. Based on the NRC’s published schedule for SDA Application review, we expect the NRC will complete its review and SDA approval will be received in July of 2025.
Previous wording
Subsequent to September 30, 2024, the Company issued and sold 2,601,042 shares of Class A common stock under the ATM Program for the gross and net proceeds of $32.5 million and $31.6 million, respectively.
Current wording
On November 8, 2024, NuScale entered into a new Sales Agreement with TD Securities (USA) LLC, UBS Securities LLC, B. Riley Securities, Inc. and Canaccord Genuity LLC as sales agents under which the Company may offer and sell shares of our Class A common stock, having an aggregate sales price of up to $200.0 million (“ATM Program”). During the three months ended March 31, 2025, the Company issued and sold 4,548,127 shares of Class A common stock for the gross and net proceeds of $102.4 million and $99.8 million, respectively, with a weighted average price of $22.68 per share. As of March 31, 2025, we have 17,187,349 shares of Class A common stock, at an aggregate sales price up to $26.4 million, eligible for sale under the ATM Program.
Previous wording
Since NuScale’s inception, we have incurred significant operating losses and have an accumulated deficit of $302.1 million, with negative operating cash flows. As of September 30, 2024, we had cash and cash equivalents of $111.6 million, short-term investments of $45.0 million and restricted cash of $5.1 million with no debt. Historically, our primary sources of cash included investment capital, DOE and other government sponsored cost share agreements to support the advancement of the Company’s SMR technology both domestically and abroad. As we transition from a focus on research and development to commercialization of our technology, the Company is focusing on commercial contracts that generate revenue. While we believe we have sufficient funds to reach commercialization of our NPM, certain costs are not reasonably estimable at this time, and we may require additional funding, which may not be available on terms acceptable to us or at all. Our projections anticipate certain customer-sourced income that is not assured and DOE funds which are subject to Congressional appropriations and dependent on the President signing it into law.
Current wording
Since NuScale’s inception, we have incurred significant operating losses and have an accumulated deficit of $391.1 million, with negative operating cash flows. As of March 31, 2025, we had cash and cash equivalents of $491.4 million, short-term investments of $30.0 million and restricted cash of $5.1 million with no debt. Historically, our primary sources of cash included investment capital, and DOE and other government sponsored cost share agreements to support the advancement of the Company’s SMR technology both domestically and abroad. As we transition from research and development to the commercialization of our technology, the Company is focusing on commercial contracts that generate revenue. During the year ended December 31, 2024, the Company executed two revenue generating agreements in relation to the advancement of Doicesti project Phase 2 Front-End Engineering and Design, a project which targets the development of six NuScale power modules at a former coal plant site in Doicesti, Romania.
Previous wording
On January 5, 2024, NuScale announced a plan to reduce the Company’s workforce by 154 full time employees, or 28%, in order to continue our transition from a R&D-based company to a commercial company. This resulted in a one-time charge of $3.2 million during the nine months ended September 30, 2024.
Current wording
On January 5, 2024, NuScale announced a plan to reduce the Company’s workforce by 154 full time employees, or 28%, in order to continue our transition from an R&D-based company to a commercial company. This resulted in a one-time charge of $3.2 million during the three months ended March 31, 2024.
Previous wording
As a result of the cost-optimization plans implemented by management, the utilization of our ATM Program and the execution of customer contracts, we believe we will have sufficient funds available to cover required R&D activities and operating cash needs for the next twelve months. Further, management plans to prudently manage its expenses and cash reserves into the future, including beyond the next twelve months, recognizing the need to secure additional customer commitments to support long-term operations. For additional information regarding these risk factors, see the Company’s 2023 Form 10-K.
Current wording
We believe that based on our current level of operating expenses and currently available cash resources, we will have sufficient funds available to cover R&D activities and operating cash needs for the next twelve months and beyond. However, considering that we have not yet completed the development of a commercial product and have minimal revenue to date, we may require additional funds. Further, management plans to prudently manage its expenses and cash reserves into the future, recognizing the need to secure additional customer commitments to support long-term operations. For additional information regarding these risk factors, see the Company’s 2024 Annual Report on Form 10-K.
Previous wording
Comparison of Cash Flows for the Nine Months Ended September 30, 2024 and 2023
Current wording
Comparison of Cash Flows for the Three Months Ended March 31, 2025 and 2024
Previous wording
Cash Flows (used) provided by Investing Activities
Current wording
Cash Flows provided by Investing Activities
Previous wording
During the nine months ended September 30, 2024 the Company purchased short-term investments totaling $45.0 million, while during the same period in the prior year, the Company sold $50.0 million in short-term investments.
Current wording
During the three months ended March 31, 2025, the Company sold $20.0 million in short-term investments and purchased $10.0 million in short-term investments, while not investing in short-term investments during the same period in the prior year.
Previous wording
During both the nine months ended September 30, 2024 and 2023, net cash provided by financing activities consisted of proceeds from the utilization of our ATM Program and the exercise of stock options.
Current wording
During both the three months ended March 31, 2025 and 2024, net cash provided by financing activities consisted of proceeds from the utilization of our ATM Programs and the exercise of stock options.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Change in Fair Value of Warrant Liabilities