Form 10-Q - Quarterly report [Sections 13 or 15(d)]

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________

FORM 10-Q

______________________

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____________ to ____________

Commission file number 001-04321

______________________

NUSCALE POWER CORPORATION

(Exact name of registrant as specified in its charter)

______________________


Delaware			98-1588588
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

1100 NE Circle Blvd., Suite 200	Corvallis	Oregon	97330
(Address of Principal Executive Offices)			(Zip Code)

(971) 371-1592

Registrant's telephone number, including area code

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A common stock, $0.0001 par value per share	SMR	New York Stock Exchange
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share	SMR.WS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.


Large accelerated filer	o	Accelerated filer	☑
Non-accelerated filer	o	Smaller reporting company	☐
		Emerging growth company	☑

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes o No x

APPLICABLE ONLY TO CORPORATE ISSUERS:

The registrant had 101,097,113 Class A common shares, $0.0001 par value, and 154,266,400 Class B common shares, $0.0001 par value, outstanding as of November 4, 2024.

Table of Contents



		Page Number
Glossary of Terms
Cautionary Note Regarding Forward-Looking Statements

Part I - Financial Information
Item 1.	Financial Statements	1
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	17
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	20
Item 4.	Controls and Procedures	21
Part II - Other Information
Item 1.	Legal Proceedings	22
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	23
Item 3.	Defaults Upon Senior Securities	23
Item 4.	Mine Safety Disclosures	23
Item 5.	Other Information	23
Item 6.	Exhibits	24
Signatures		25

Glossary

The definitions and abbreviations set forth below apply to the indicated terms used throughout this filing.

• “ATM Program” refers to the program, implemented in connection with the Sales Agreement, dated August 9, 2023, between NuScale Power Corporation, Cowen & Company, LLC, B. Riley Securities, Inc. and Canaccord Genuity LLC as sales agents, under which the Company may offer and sell shares of the Company’s Class A common stock having an aggregate sales price of up to $150,000,000 from time to time

• “CFPP LLC” refers to Carbon Free Power Project, LLC, an entity wholly owned by UAMPS.

• “CFPP” refers to the Carbon Free Power Project.

• “Class A common stock” refers to shares of Class A common stock, par value $0.0001 per share, of NuScale Power Corporation.

• “Class B common stock” refers to shares of Class B common stock, par value $0.0001 per share, of NuScale Power Corporation, which represents the right to one vote per share and carries no economic rights.

• “Combined interests” refers to the combination of shares of Class B common stock and NuScale LLC Class B units required to be exchanged for Class A common stock.

• “Common stock” refers collectively to shares of Class A common stock and Class B common stock.

• “DCA” refers to Design Certification Application

• “DCRA” refers to the Development Cost Reimbursement Agreement, as amended, entered into with CFPP LLC

• “DOE” refers to the U.S. Department of Energy.

• “Exchange Act” refers to the Securities Exchange Act of 1934, as amended.

• “Fluor” refers to Fluor Enterprises, Inc., a California corporation, which is wholly owned by Fluor

Corporation (NYSE: FLR).

• “GAAP” refers to United States Generally Accepted Accounting Principles.

• “G&A” expenses refers to general and administrative expenses.

• “IPO” or “Initial Public Offering” refers to the initial public offering of Spring Valley, which closed on

November 27, 2020.

• “Legacy NuScale Equityholders” refers to the holders of NuScale LLC Class B units.

• “LLM Agreement” refers to the Long Lead Material Reimbursement Agreement, dated February 28, 2023, entered into between NuScale LLC and CFPP LLC.

• “Merger” refers to the merger of Merger Sub with and into NuScale LLC, with NuScale LLC as the surviving entity.

• “Merger Agreement” refers to the Agreement and Plan of Merger, dated as of December 13, 2021 (as amended, modified, supplemented or waived from time to time), between Spring Valley, Merger Sub and NuScale LLC.

• “Merger Sub” refers to Spring Valley Merger Sub, LLC, an Oregon limited liability company and a

wholly owned subsidiary of Spring Valley.

• “MWe” refers to one million watts of electric power.

• “NPM” refers to NuScale Power Module™.

• “NRC” refers to the U.S. Nuclear Regulatory Commission.

• “NuScale Corp” refers to NuScale Power Corporation, a Delaware corporation and the combined company following the consummation of the Transaction, and its consolidated subsidiaries, including NuScale LLC.

• “NuScale LLC” refers to NuScale Power, LLC, an Oregon limited liability company.

• “NuScale LLC Class B Units” refers to non-voting, Class B units of NuScale LLC.

• “Private Placement Warrants” refers to the 8,900,000 warrants to purchase Spring Valley Class A ordinary shares that

were issued in a private placement concurrently with the IPO and converted in the Transaction into warrants to purchase Class A common stock.

• “Public Warrants” refers to the 11,500,000 redeemable warrants to purchase Spring Valley Class A ordinary shares that were issued in the IPO and converted in the Transaction

into warrants to purchase Class A common stock.

• “R&D” refers to research and development.

• “RSUs” refers to restricted stock units.

• “Release Agreement” refers to the Confidential Settlement and Release Agreement, dated November 7, 2023, entered into between NuScale LLC and CFPP LLC.

• “SDA” refers to Standard Design Approval.

• “SMR” refers to small modular reactor.

• “Spring Valley” refers to NuScale Corp prior to the Merger and prior to the change of its name from Spring Valley Acquisition Corp. to NuScale Power Corporation.

• “Tax Receivable Agreement” or “TRA” refers to the tax receivable agreement entered into concurrently with the consummation of the Transaction between NuScale Corp, NuScale LLC and the Legacy NuScale Equityholders.

• “Transaction” refers to the transactions contemplated by the Merger Agreement during the 2022 fiscal year.

• “UAMPS” refers to the Utah Associated Municipal Power Systems.

• “Warrant Agreement” refers to the Warrant Agreement, dated November 23, 2020, by and between Spring Valley and Continental Stock Transfer & Trust Company.

• “Warrants” refers collectively to the Public Warrants and the Private Placement Warrants.

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act that are not historical facts and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than statements of historical fact included in this Form 10-Q, including, without limitation, statements regarding our financial position and business strategy and the expectations, beliefs, intentions, plans and objectives of management for future operations, are forward-looking statements. Words such as “expect,” “believe,” “anticipate,” “intend,” “continue,” “could,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “will,” “would,” “estimate,” “seek” and variations and similar words and expressions are intended to identify such forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Quarterly Report may include, for example, statements about:

•our need for and ability to obtain additional equity financing or other sources of funding;

•our financial and business performance, including financial projections and business metrics;

•the ability to obtain regulatory approvals to deploy our SMRs in the United States and abroad;

•forecasts regarding end-customer adoption rates and demand for our products in markets that are new and rapidly evolving;

•macroeconomic conditions;

•developments and projections relating to our competitors and industry;

•our anticipated growth rates and market opportunities;

•litigation contingencies;

•the estimated amounts to be reimbursed to CFPP LLC and costs related to termination of the DCRA and LLM Agreement;

•our estimates regarding expenses, future revenue, capital requirements and needs for additional financing; and

•the potential for our business development efforts to maximize the potential value of our portfolio.

Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. Many factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements, and there can be no assurance that future developments affecting us will be those we have anticipated.

Important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, are described in the section titled “Risk Factors” included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (“2023 Form 10-K”). If one or more of those risks or uncertainties materialize, or if any of our assumptions prove incorrect, actual results may vary in material respects from those projected in those forward-looking statements. There may be additional risks that we currently consider immaterial, or which are unknown. It is not possible to predict or identify all such risks. Except as expressly required by applicable securities law, we disclaim any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise. No person should take any statement regarding past trends or activities as a representation that the trends or activities will continue in the future.

Part I - Financial Information

Item 1. Financial Statements

NuScale Power Corporation

Condensed Consolidated Balance Sheet


(in thousands, except share and per share amounts)	September 30, 2024		December 31, 2023
ASSETS	(Unaudited)
Current Assets
Cash and cash equivalents	$	111,628	$	120,265
Short-term investments	45,000		—
Restricted cash	5,100		5,100
Prepaid expenses	10,914		19,054
Accounts and other receivables, net	7,912		10,127
Total current assets	180,554		154,546
Property, plant and equipment, net	2,756		4,116
In-process research and development	16,900		16,900
Intangible assets, net	749		882
Goodwill	8,255		8,255
Long-lead material work in process	41,609		36,361
Other assets	2,461		3,798
Total Assets	$	253,284	$	224,858
LIABILITIES AND EQUITY
Current Liabilities
Accounts payable and accrued expenses	$	17,897	$	44,925
Accrued compensation	7,749		8,546
Long-lead material liability	33,064		32,323
Customer deposit	20,000		—
Other accrued liabilities	1,848		1,664
Total current liabilities	80,558		87,458
Warrant liabilities	58,681		5,722
Noncurrent accounts payable and accrued expenses	23,604		—
Other noncurrent liabilities	238		1,442
Deferred revenue	78		898
Total Liabilities	163,159		95,520

Stockholders’ Equity
Class A common stock, par value $0.0001 per share, 332,000,000 shares authorized, 97,893,884 and 76,895,166 shares outstanding as of September 30, 2024 and December 31, 2023, respectively	10		8
Class B common stock, par value $0.0001 per share, 179,000,000 shares authorized, 154,266,400 and 154,477,032 shares outstanding as of September 30, 2024 and December 31, 2023, respectively	15		15
Additional paid-in capital	462,146		333,888
Accumulated deficit	(302,102)		(240,454)
Total Stockholders’ Equity Excluding Noncontrolling Interests	160,069		93,457
Noncontrolling interests	(69,944)		35,881
Total Stockholders' Equity	90,125		129,338
Total Liabilities and Stockholders' Equity	$	253,284	$	224,858

The accompanying notes are an integral part of these financial statements.

NuScale Power Corporation

Condensed Consolidated Statements of Operations

(Unaudited)


(in thousands, except share and per share amounts)	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue	$	475	$	6,950	$	2,821	$	18,250
Cost of sales	(295)		(5,940)		(1,880)		(15,121)
Gross Margin	180		1,010		941		3,129
Research and development expenses	12,160		63,725		37,447		118,227
General and administrative expenses	17,021		16,402		53,207		47,420
Other expenses	12,018		13,799		37,157		41,991
Loss From Operations	(41,019)		(92,916)		(126,870)		(204,509)
Sponsored cost share	660		20,774		6,504		54,984
Change in fair value of warrant liabilities	(7,191)		11,076		(52,969)		17,167
Interest income	2,008		2,738		5,275		8,686
Loss Before Income Taxes	(45,542)		(58,328)		(168,060)		(123,672)
Foreign income taxes	12		—		12		—
Net Loss	(45,554)		(58,328)		(168,072)		(123,672)
Net loss attributable to noncontrolling interests	(28,095)		(39,206)		(106,424)		(84,065)
Net Loss Attributable to Class A Common Stockholders	$	(17,459)	$	(19,122)	$	(61,648)	$	(39,607)

Loss per Share of Class A Common Stock:
Basic and Diluted	$	(0.18)	$	(0.26)	$	(0.70)	$	(0.55)

Weighted-Average Shares of Class A Common Stock Outstanding:
Basic and Diluted	95,197,500		74,836,884		88,137,939		72,235,763

The accompanying notes are an integral part of these financial statements.

NuScale Power Corporation

Condensed Consolidated Statements of Changes in Stockholders’ Equity


(in thousands)	Common Stock
	Class A			Class B			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interests		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balances at June 30, 2024 (Unaudited)	92,486	$	9	154,465	$	15	$	420,948	$	(284,643)	$	(43,018)	$	93,311
Equity-based compensation expense	—	—		—	—		3,946		—		—		3,946
Exercise of common share options and warrants and vested RSUs	2,244	—		—	—		7,221		—		—		7,221
Issuance of Class A common stock	2,965	1		—	—		31,200		—		—		31,201
Exchange of combined interests for Class A common stock	199	—		(199)	—		—		—		—		—
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	—	—		—	—		(1,169)		—		1,169		—
Net loss	—	—		—	—		—		(17,459)		(28,095)		(45,554)
Balances at September 30, 2024 (Unaudited)	97,894	$	10	154,266	$	15	$	462,146	$	(302,102)	$	(69,944)	$	90,125


(in thousands)	Common Stock
	Class A			Class B			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interests		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balances at December 31, 2023	76,895	$	8	154,477	$	15	$	333,888	$	(240,454)	$	35,881	$	129,338
Equity-based compensation expense		—		—	—		10,442						10,442
Exercise of common share options and warrants and vested RSUs	5,126	—		—	—		14,575						14,575
Issuance of Class A common stock	15,662	2		—	—		103,840						103,842
Exchange of combined interests for Class A common stock	211	—		(211)	—								—
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	—	—		—	—		(599)				599		—
Net loss	—	—		—	—		—		(61,648)		(106,424)		(168,072)
Balances at September 30, 2024 (Unaudited)	97,894	$	10	154,266	$	15	$	462,146	$	(302,102)	$	(69,944)	$	90,125

NuScale Power Corporation

Condensed Consolidated Statements of Changes in Stockholders’ Equity


(in thousands)	Common Stock
	Class A			Class B			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interests		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balances at June 30, 2023 (Unaudited)	74,045	$	7	154,720	$	16	$	312,618	$	(202,577)	$	114,140	$	224,204
Equity-based compensation expense	—	—		—	—		4,009		—		—		4,009
Exercise of common share options, warrants and vested RSUs	823	—		—	—		7,867		—		—		7,867
Issuance of Class A common stock	1,386	—		—	—		—		—		—		$	—
Exchange of combined interests for Class A common stock	163	1		(163)	(1)		1,895		—		—		1,895
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	—	—		—	—		1,204		—		(1,204)		—
Net loss	—	—		—	—		—		(19,122)		(39,206)		(58,328)
Balances at September 30, 2023 (Unaudited)	76,417	$	8	154,557	$	15	$	327,593	$	(221,699)	$	73,730	$	179,647


(in thousands)	Common Stock
	Class A			Class B			Additional Paid-in Capital		Accumulated Deficit		Noncontrolling Interests		Total Stockholders’ Equity
	Shares	Amount		Shares	Amount
Balances at December 31, 2022	69,353	$	7	157,091	$	16	$	296,748	$	(182,092)	$	162,408	$	277,087
Equity-based compensation expense		—		—	—		12,099		—		—		12,099
Exercise of common share options, warrants and vested RSUs	3,144	—		—	—		7,867		—		—		7,867
Issuance of Class A common stock	1,386	—		—	—		6,266		—		—		$	6,266
Exchange of combined interests for Class A common stock	2,534	1		(2,534)	(1)		—		—		—		—
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	—	—		—	—		4,613		—		(4,613)		—
Net loss		—		—	—		—		(39,607)		(84,065)		(123,672)
Balances at September 30, 2023 (Unaudited)	76,417	$	8	154,557	$	15	$	327,593	$	(221,699)	$	73,730	$	179,647

The accompanying notes are an integral part of these financial statements.

NuScale Power Corporation

Condensed Consolidated Statements of Cash Flows

(Unaudited)


(in thousands)
	Nine Months Ended September 30,
	2024		2023
OPERATING CASH FLOW
Net Loss	$	(168,072)	$	(123,672)
Adjustments to reconcile net loss to operating cash flow:
Depreciation	1,286		1,813
Amortization of intangibles	133		133
Equity-based compensation expense	10,442		12,099
Provision for credit losses	57		—
Impairment of intangible asset	71		—
Gain on insurance proceeds received for damage to property, plant and equipment	(122)		—
Change in fair value of warrant liabilities	52,969		(17,167)
Net noncash change in right of use assets and lease liabilities	(274)		(230)
Changes in assets and liabilities:
Prepaid expenses and other assets	8,474		(18,377)
Accounts and other receivables	2,157		(8,991)
Long-term contract work in process	(5,248)		(30,765)
Long-lead material liability	741		34,500
Accounts payable and accrued expenses	(2,044)		8,830
Nonrefundable customer deposit	20,000		—
Lease liability	(1,202)		(1,290)
Deferred revenue	(820)		32,525
Accrued compensation	(797)		550
Net Cash Used in Operating Activities	(82,249)		(110,042)

INVESTING CASH FLOW
Sale of short-term investments	—		50,000
Purchase of short-term investments	(45,000)		—
Insurance proceeds received for damage to property, plant and equipment	195		—
Purchases of property, plant and equipment	—		(1,674)
Net Cash (Used) Provided by Investing Activities	(44,805)		48,326

FINANCING CASH FLOW
Proceeds from the issuance of common stock, net of issuance fees	103,842		7,867
Proceeds from exercise of warrants and common share options	14,575		6,266
Net Cash Provided by Financing Activities	118,417		14,133

Net Change in Cash, Cash Equivalents and Restricted Cash	(8,637)		(47,583)
Cash, cash equivalents and restricted cash:
Beginning of period	125,365		244,217
End of period	$	116,728	$	196,634
Supplemental disclosures of cash flow information:
Foreign income taxes paid	$	3,212	$	—

The accompanying notes are an integral part of these financial statements.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

1.Nature of Business

Organization

NuScale Corp (“NuScale”, the “Company”, “us”, “we” or “our”) is incorporated under the laws of the state of Delaware. The Company is the primary beneficiary of NuScale LLC, a variable interest entity, and all activity of NuScale LLC and the Company are consolidated herein. NuScale LLC is a limited liability company organized in the State of Oregon in 2011. As at September 30, 2024, NuScale was majority owned by Fluor Enterprises, Inc., a subsidiary of Fluor Corporation; however, subsequent to September 30, 2024, Fluor’s ownership fell below 50%.

Operations

The Company is commercializing a modular, scalable 77 megawatt (gross) electric Light Water Reactor nuclear power plant using exclusive rights to a nuclear power plant design obtained from Oregon State University (“OSU”). The following represents key milestones in the development of this technology:

•December 2016: DCA completed

•January 2017: DCA submitted to the NRC

•March 2017: DCA accepted for review by the NRC

•August 2020: NRC issued the Final Safety Evaluation Report ("FSER")

•July 2023: SDA Application and associated licensing topical reports accepted for formal review by the NRC

The FSER represents the NRC’s completion of its technical review and approval of the NuScale SMR design. With this final 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 NuScale design. Based on the NRC’s published schedule for SDA Application review, we expect the NRC will complete its review and SDA approval to be received by July 31, 2025.

The majority of the Company’s operations and long-lived assets were attributable to operations in the United States other than the long-lead material work in process being manufactured in South Korea during the 2023 and 2024 fiscal years.

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 $3,236 during the nine months ended September 30, 2024, and is included in Other expenses on the condensed consolidated income statement.

As a result of the cost optimization plans implemented by management, the utilization of our ATM Program and 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.

2.Summary of Significant Accounting Policies

Basis of Presentation

The Company’s unaudited condensed consolidated financial statements and related notes do not include notes and certain financial information normally presented annually under GAAP, and therefore should be read in conjunction with our 2023 Form 10-K. Accounting measures at interim dates inherently involve greater reliance on estimates than at year-end. Although such estimates are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available, our reported results of operations may not necessarily be indicative of results that we expect for the full year.

These financial statements are unaudited. In management’s opinion, they contain all adjustments of a normal recurring nature which are necessary to present fairly our financial position and our operating results as of and for the interim periods presented.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

Principles of Consolidation

As part of the Transaction, NuScale Corp has been determined to be the primary beneficiary of NuScale LLC, a variable interest entity (“VIE”). As the sole managing member of NuScale LLC, NuScale Corp has both the power to direct the activities, and direct ownership to share in the revenues and expenses of NuScale LLC. As such, all the activity of NuScale LLC has been consolidated in the accompanying condensed consolidated financial statements. All assets and liabilities included in the balance sheet are that of NuScale LLC, other than the NuScale Corp Warrants and certain prepaid assets. All significant intercompany transactions have been eliminated upon consolidation.

Changes in Presentation

For the nine months ended September 30, 2023, amounts totaling $1,855 were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation.

Cash, Cash Equivalents and Restricted Cash

Cash equivalents represent short-term, highly liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase, while cash equivalents with an initial maturity of between three and twelve months at time of purchase are considered short-term investments. The Company’s cash equivalents consist of certificates of deposit, are classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost.

Cash in the amount of $5,100 is restricted as collateral for the letter of credit associated with the Release Agreement with CFPP LLC at September 30, 2024 and December 31, 2023, and is identified as Restricted cash in the condensed consolidated balance sheet. The restricted cash balance plus cash and cash equivalents on the condensed consolidated balance sheet equals cash, cash equivalents and restricted cash, as reflected in the condensed consolidated statements of cash flows.

Sales and Marketing Agreements

The Company has entered into sales and marketing agreements pursuant to which it prepaid certain expenses to the counterparty. As of September 30, 2024 and December 31, 2023, the balance of $3,750 and $15,000, respectively, is included in Prepaid expenses on the accompanying condensed consolidated balance sheet and will be amortized monthly on a straight-line basis through December 31, 2024.

Warrant Liability

The Company accounts for the Warrants in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statements of operations. The fair value of the Public and Private Placement Warrants at December 31, 2023 has been estimated using the Public Warrants’ quoted market price, while all Warrants are Public Warrants as of September 30, 2024.

Revenue Recognition

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.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

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.

Sponsored Cost Share

As our commercialization activities advance, we have continued to enter into cost share agreements with various entities, including both governmental and private, under which the Company is reimbursed for specific R&D activities. As of September 30, 2024, these entities include the United States Department of State and United States Trade and Development Agency (combined as “USG”), RoPower, DOE and CFPP LLC.

Beginning in 2021, the Company partnered with USG to develop SMRs in foreign markets. Under USG’s technical assistance grant programs, we receive cost share commitments to support licensing work in these foreign markets, one of which is additionally supported by RoPower. During the three months ended September 30, 2024 and 2023, USG cost share totaled $641 and $10,521, respectively, while during the nine months ended September 30, 2024 and 2023, USG cost share totaled $5,833 and $20,080, respectively.

Since 2014, DOE has provided critical funding to the Company through a series of cooperative agreements that support ongoing commercialization activities. During the nine months ended September 30, 2024, DOE cost share totaled $336, while during the three and nine months ended September 30, 2023, DOE cost share totaled $9,171 and $28,718, respectively.

Finally, we receive subrecipient cost share from CFPP LLC under a contract between the DOE and UAMPS for R&D performed with the goal of developing our first SMR. Under this agreement we received cost share of $19 and $1,082 during the three months ended September 30, 2024 and 2023, respectively, while for the nine months ended September 30, 2024 and 2023, the Company received cost share of $335 and $6,186, respectively.

Recent Accounting Pronouncements

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.

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.

3.Noncontrolling Interests and Loss Per Share

Noncontrolling Interests

Following the Transaction, holders of Class A common stock own direct controlling interests in the results of the combined entity, while the Legacy NuScale Equityholders own an economic interest in NuScale LLC, shown as noncontrolling interests (“NCI”) in equity in NuScale Corp’s condensed consolidated financial statements. The indirect economic interests are held by Legacy NuScale Equityholders in the form of NuScale LLC Class B Units. The

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by NuScale LLC Class B unitholders.


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
Noncontrolling Interests	2024		2023		2024		2023

NuScale Corp Class A common stock
Beginning of period	92,486,358		74,045,206		76,895,166		69,353,019
Exchange of combined interests for Class A common stock	198,335		163,497		210,632		2,534,302
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	97,893,884		76,416,658		97,893,884		76,416,658

NuScale LLC Class B Units (NCI)
Beginning of period	154,464,735		154,720,015		154,477,032		157,090,820
Exchange of combined interests for Class A common stock	(198,335)		(163,497)		(210,632)		(2,534,302)
End of period	154,266,400		154,556,518		154,266,400		154,556,518

Total
Beginning of period	246,951,093		228,765,221		231,372,198		226,443,839
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	252,160,284		230,973,176		252,160,284		230,973,176

Ownership Percentage

NuScale Corp Class A common stock
Beginning of period	37.5	%	32.4	%	33.2	%	30.6	%
End of period	38.8	%	33.1	%	38.8	%	33.1	%

NuScale LLC Class B Units (NCI)
Beginning of period	62.5	%	67.6	%	66.8	%	69.4	%
End of period	61.2	%	66.9	%	61.2	%	66.9	%

The NCI may decrease according to the number of shares of Class B common stock and NuScale LLC Class B units that are exchanged for shares of Class A common stock or, in certain circumstances including at the election of NuScale Corp, cash in an amount equal to the fair value of Class A common stock received in a contemporaneous equity issuance. After each exchange, NuScale LLC equity attributable to NuScale Corp is rebalanced to reflect the change in ownership percentage, which is calculated above based on Class B units and Class A shares, as a percentage of Combined interests.

Loss Per Share

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

Basic loss per share is based on the average number of shares of Class A common stock outstanding during the period. Diluted loss per share is based on the average number of shares of Class A common stock used for the basic earnings per share calculation, adjusted for the dilutive effect of RSUs, Stock Options and Warrants using the “treasury stock” method and for all other interests that convert into potential shares of Class A common stock, if any, using the “if converted” method. Net loss attributable to Class A common stockholders for diluted loss per share is adjusted for the Company’s share of NuScale LLC’s net loss, net of NuScale Corp taxes, after giving effect to all other interests that convert into potential shares of Class A common stock, to the extent it is dilutive. In addition, net loss attributable to Class A common stockholders for diluted loss per share is adjusted for the after-tax impact of changes to the fair value of derivative liabilities, to the extent the Company’s Warrants are dilutive.

The following table sets forth the computation of basic and diluted net loss per share of Class A common stock. Class B common stock represents a right to cast one vote per share at the NuScale Corp level, and carries no economic rights, including rights to dividends or distributions upon liquidation, and as a result, is not considered a participating security for basic and diluted loss per share. As such, basic and diluted loss per share of Class B common stock has not been presented.


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2024		2023		2024		2023
Net loss attributable to Class A common stockholders	$	(17,459)	$	(19,122)	$	(61,648)	$	(39,607)
Weighted-average shares for basic and diluted loss per share	95,197,500		74,836,884		88,137,939		72,235,763
Basic and Diluted loss per share of Class A common stock	$	(0.18)	$	(0.26)	$	(0.70)	$	(0.55)
Anti-dilutive securities excluded from shares outstanding:
Shares of Class B common stock	154,266,400		154,556,518		154,266,400		154,556,518
Stock options	7,684,894		9,606,510		7,684,894		9,606,510
Warrants	18,455,747		18,458,701		18,455,747		18,458,701
Time-based RSUs	5,296,625		3,335,535		5,296,625		3,335,535
Total	185,703,666		185,957,264		185,703,666		185,957,264

During the three months ended September 30, 2024, the ATM Program generated gross proceeds of $32,001 and net proceeds of $31,201, while for the nine months ended September 30, 2024 the ATM Program generated gross and net proceeds of $106,503 and $103,840, respectively. During the three and nine months ended September 30, 2023, the ATM Program generated gross and net proceeds of $8,337 and $7,867, 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 $33,141.

During the three and nine months ended September 30, 2024, the Company issued and sold shares of Class A common stock in the amount of 2,964,586 and 15,661,580, respectively, at a weighted average price of $10.79 and $6.80 per share, respectively, while during the three and nine months ended September 30, 2023, NuScale issued and sold 1,385,623 shares of Class A common stock, with a weighted average price of $6.02.

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 $32,451 and $31,639, respectively.

4.Warrant Liabilities

Under the Company’s Warrant Agreement, when Private Placement Warrants are transferred by Spring Valley Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), to persons who are not “Permitted

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

Transferees” (as defined in the Warrant Agreement) of the Sponsor, they cease to be Private Placement Warrants and become Public Warrants under the Warrant Agreement. The Company has been informed by the Sponsor that the Private Placement Warrants were transferred in accordance with the Warrant Agreement to persons who are not Permitted Transferees. Consequently, the previously described Private Placement Warrants are now Public Warrants under the Warrant Agreement, resulting in all 18,455,723 warrants identified as Public Warrants in Note 5, Fair Value Measurement, as of September 30, 2024. During the three and nine months ended September 30, 2024, 2,954 warrants were exercised for Class A common shares and $34 cash.

Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Warrants. The Warrants are currently exercisable and will expire on May 2, 2027 (five years from the date of the Transaction) or earlier upon redemption or liquidation.

Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00. The Company may redeem the outstanding Warrants:

•in whole and not in part;

•at a price of $0.01 per Warrant;

•upon a minimum of 30 days prior written notice of redemption to each Warrant holder; and

•if, and only if, the closing price of the Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders.

The Company will not redeem the Warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A common stock issuable upon exercise of the Warrants is then effective and a current prospectus relating to those shares of Class A common stock is available throughout the 30-day redemption period. If and when the Warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws.

Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00. The Company may redeem the outstanding Warrants:

•in whole and not in part;

•at $0.10 per Warrant upon a minimum of 30 days prior written notice of redemption provided that holders will be able to exercise their Warrants on a cashless basis prior to redemption and receive that number of shares determined as set forth in the Warrant Agreement, based on the redemption date and the fair market value of the Class A common stock, subject to certain exceptions; and

•if, and only if, the closing price of the Class A common stock equals or exceeds $10.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant based on anti-dilution adjustments set forth in the Warrant Agreement) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders.

The Warrants may be exercised for cash (or on a cashless basis as described above in “-Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00”) at any time after notice of redemption shall have been given by the Company and prior to the redemption date.

For a complete description of the Warrants, please see the Warrant Agreement, which is Exhibit 4.2 to the 2023 Form 10-K, and the section entitled “Warrants” in the “Description of Registrant’s Securities,” which is Exhibit 4.3 to the 2023 Form 10-K.

5.Fair Value Measurement

The Company measures certain financial assets and liabilities at fair value. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company uses a three-level hierarchy, which prioritizes fair value

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach).

The levels of hierarchy are described below:

Level 1 Quoted prices in active markets for identical instruments;

Level 2 Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most stringent level of input that is significant to the fair value measurement.

The carrying amount of certain financial instruments, including deposits, accounts payable and accrued expenses, approximates fair value due to their short maturities.

Our Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in fair value of the Warrants are recorded in the statement of operations each period. As discussed in Note 4, Warrant Liabilities, because the Private Placement Warrants are no longer held by the Sponsor or a “Permitted Transferee” of the Sponsor, the Private Placement Warrants are Public Warrants under the Warrant Agreement. In light of these circumstances, we have classified both the Private Placement Warrants and the Public Warrants as Level 1 as of September 30, 2024.

The following tables represents the Company’s financial liabilities measured at fair value on a recurring basis:



(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	58,681	$	—	$	—	$	58,681
Total Warrant Liabilities as of September 30, 2024	$	58,681	$	—	$	—	$	58,681


(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	2,963	$	—	$	—	$	2,963
Private Placement Warrants	—		2,759		—		2,759
Total Warrant Liabilities as of December 31, 2023	$	2,963	$	2,759	$	—	$	5,722

6.Accounts and Other Receivables

Accounts and other receivables, net include reimbursement requests outstanding from the cost share awards, interest receivable and commercial accounts receivable. The cost share reimbursement requests are recognized as eligible costs are incurred. Reimbursement under the awards is recognized as award funds are obligated, and are included in Sponsored cost share in the condensed consolidated statement of operations. Interest receivable of $740 and $318 was outstanding at September 30, 2024 and December 31, 2023, respectively.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

The majority of our receivables are either due from the U.S. federal government or have to do with a federal project. For these reasons, the majority of receivables are deemed to be fully collectible and only an immaterial allowance has been recorded.

7.Property, Plant and Equipment

Property, plant and equipment consisted of the following:



(in thousands)	September 30, 2024		December 31, 2023
Furniture and fixtures	$	27	$	27
Office and computer equipment	7,222		7,274
Software	13,898		14,102
Operations equipment	1,165		1,165
Leasehold improvements	2,189		2,293
	24,501		24,861
Less: Accumulated depreciation	(21,745)		(20,745)
Net property, plant and equipment	$	2,756	$	4,116

Depreciation of property, plant and equipment for the three months ended September 30, 2024 and 2023 was $394 and $641, respectively. Of these amounts, $73 and $321 is included in G&A expenses and Other expense, respectively, for the 2024 fiscal year and $120 and $521, respectively, for the 2023 fiscal year.

During the nine months ended September 30, 2024 depreciation in the amount of $247 and $1,039 is included in G&A expenses and Other expense, respectively, and $397 and $1,416, respectively, for the same period in the prior fiscal year.

8.Long-Lead Material Work In Process and Liability

During the first quarter of 2023, we entered into the LLM Agreement with CFPP LLC. Related to this contract, the Company has subcontracted for the purchase of certain long-lead materials (“LLM”) in the amount of $55,700, that were to be used in fabrication of the NPMs as part of the DCRA with CFPP LLC. However, on November 7, 2023, NuScale and CFPP LLC entered into the Release Agreement whereby the DCRA and LLM Agreement would be suspended, while wind down procedures and the ultimate disposition of the long-lead materials would be negotiated between the Company, CFPP LLC and DOE. As part of the Release Agreement, NuScale was required to pay $49,769 to CFPP LLC and provide a letter of credit in the amount of $5,000 for demobilization and wind down costs. This letter of credit is collateralized by $5,100 and included in the accompanying condensed consolidated balance sheet as Restricted cash as of September 30, 2024 and December 31, 2023.

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 of the LLM. As a result of DOE’s investment in the LLM, as of September 30, 2024 and December 31, 2023, NuScale has included a Long-lead material liability on the accompanying condensed consolidated balance sheet in the amount of $33,064 and $32,323, respectively, for the estimated cost to gain 100% of the LLM, once completed. The LLM represents in-process inventory recorded at cost and is identified as Long-lead material work in process on the condensed consolidated balance sheet in the amount of $41,609 and $36,361 as of September 30, 2024 and December 31, 2023, respectively.

9.Customer Deposit

As previously noted, in the third quarter, NuScale entered into a fixed price contract with variable consideration. At that time the Company was paid an upfront fee that is nonrefundable but cannot be recognized as revenue under GAAP until the performance obligations have been achieved, which we anticipate occurring during the fourth quarter of 2024. At December 31, 2023, there were no customer deposits included in our consolidated balance sheet.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

10.Noncurrent Accounts Payable and Accrued Expenses

During May 2024, a contract with one of NuScale’s LLM manufacturing vendors was renegotiated as a result of the Release Agreement with CFPP LLC. This amendment resulted in new production milestones, with interest-free payments expected in December 2025. Should the payments be deferred to a later date, interest will begin accruing on January 1, 2026. As of September 30, 2024, the balance totals $23,212 and is included in Noncurrent accounts payable and accrued expenses in the accompanying condensed consolidated balance sheet.

11.Employee Benefits

The Company sponsors a defined contribution 401(k) Plan with contributions to be made at the sole discretion of the management. Under the provisions of the 401(k) Plan, the Company matches the employees’ contributions for the first 3% of compensation and matches 50% of the employees’ contributions for the next 2% of compensation. The expense recorded for the 401(k) Plan was $396 and $578 for the three months ended September 30, 2024 and 2023, respectively, and $1,535 and $2,020 for the nine months ended September 30, 2024 and 2023, respectively.

12.Income Taxes

NuScale LLC was historically and remains a partnership for U.S. federal income tax purposes with each partner being separately taxed on its share of taxable income or loss. NuScale Corp is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to its distributive share of any net taxable income or loss and any related tax credits of NuScale LLC.

The effective tax rate was 0% for the three and nine months ended September 30, 2024. The effective income tax rate for the three and nine months ended September 30, 2024 differed significantly from the statutory rates, primarily due to the losses allocated to the NCI and the recognition of a valuation allowance as a result of the Company’s new tax structure following the Transaction.

During the three and nine months ended September 30, 2024, the Company incurred a minimal amount of foreign income tax expense, while incurring no such expense during the same periods in the prior year. However, during the third quarter, NuScale received a customer deposit from a Romanian entity subject to Romanian withholding tax in the amount of $3,200. This amount is included in Prepaid expenses in the condensed consolidated balance sheet at September 30, 2024 and will be expensed as the revenue is recognized. No such amount was prepaid as of December 31, 2023.

The Company has assessed the realizability of the net deferred tax assets and in that analysis has considered the relevant positive and negative evidence available to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The Company has recorded a full valuation allowance against the deferred tax assets at NuScale Corp as of September 30, 2024, which will be maintained until there is sufficient evidence to support the reversal of all or some portion of these allowances.

The Company’s income tax filings will be subject to audit by various taxing jurisdictions. The Company will monitor the status of U.S. federal, state and local income tax returns that may be subject to audit in future periods. No U.S. federal, state and local income tax returns are currently under examination by the respective taxing authorities.

13.Equity-Based Compensation

The total compensation expense recognized for common share options and time-based RSU awards during the three months ended September 30, 2024 and 2023 was $3,946 and $4,009, respectively, and $10,442 and $12,099 for the nine months ended September 30, 2024 and 2023, respectively. For the three months ended September 30, 2024, equity-based compensation of $2,017 was included in G&A expense and $1,929 was included in Other expense, compared to $1,496 and $2,513, respectively, over the same period in the prior year. For the nine months ended September 30, 2024, equity based compensation of $5,445 was included in G&A expense and $4,997 included in Other expense compared to $4,857 and $7,242, respectively, over the same period in the prior year.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

Stock Options

During the nine months ended September 30, 2024, the Board approved 2,909,375 employee share option awards, with an aggregate fair value of $6,401, that vest one-third annually starting in February 2025 for a period of three years.

The Company measures the fair value of each share option grant at the date of grant using a Black-Scholes option pricing model.

Time-based RSUs

During the nine months ended September 30, 2024, the Company granted employees 4,598,635 RSUs with an aggregate value of $14,716. The RSUs vest one-third annually starting in February 2025. During the three and nine months ended September 30, 2024, RSUs of 179,053 and 1,097,292, respectively, vested with Class A common shares issued.

14.Related Party Transactions

From time to time, the Company enters into strategic agreements with Fluor, whereby Fluor or the Company perform services for one another. For the three months ended September 30, 2024 and 2023, we incurred expenses of $229 and $10,763, respectively, while for the nine months ended September 30, 2024 and 2023, we incurred expenses of $767 and $27,968, respectively. As of September 30, 2024 and December 31, 2023, the Company owed Fluor, as Accounts payable and accrued expenses on the condensed consolidated balance sheet, amounts totaling $802 and $4,080, respectively. For the three months ended September 30, 2024 and 2023, we earned revenue of $47 and $5,302, respectively, and for the nine months ended September 30, 2024 and 2023, we earned $570 and $14,072, respectively. At December 31, 2023, Fluor owed us $2,642, with no such amount outstanding as of September 30, 2024, amounts which are included in Accounts and other receivables, net on the condensed consolidated balance sheet.

For the three months ended September 30, 2024 and 2023, Fluor accounted for 10% and 76%, respectively, of total revenue, while for the nine months ended September 30, 2024 and 2023, they accounted for 20% and 77%, respectively.

15.Commitments and Contingencies

In the regular course of business, the Company is involved in various legal proceedings and claims incidental to the normal course of business. Other than as disclosed immediately below, the Company does not believe that any legal claims are material to the Company. Management does not believe that resolution of any of these matters will materially affect the Company’s financial position or results of operations.

On September 19, 2022, thirteen purported members and/or option holders of NuScale LLC filed suit in the U.S. District Court for the District of Oregon against NuScale LLC, Fluor Enterprises, Japan NuScale Innovation, Inc., and Sargent & Lundy Holdings, LLC. The plaintiffs purport to represent a class of individuals who held common units or options to purchase common units in NuScale LLC and seek declaratory relief and damages based on breach of contract and other common law claims. The claims in the complaint are based on amendments to the operating agreement of NuScale LLC in connection with NuScale LLC’s combination with Spring Valley Acquisition Corp. On November 21, 2022, NuScale LLC, along with the other defendants, filed motions to dismiss. Plaintiffs filed a response on January 17, 2023, and NuScale LLC and the other defendants filed a reply on February 14, 2023. A hearing on the motions to dismiss was held on May 17, 2023. On August 3, 2023, the Magistrate Judge issued a report and recommendation that recommended that NuScale LLC’s motion to dismiss be denied. On August 17, 2023, NuScale LLC filed an objection to this report and recommendation. On November 13, 2023, the District Court Judge entered an order accepting the report and recommendation. On December 8, 2023, plaintiffs filed a motion for leave to amend their complaint, and on June 23, 2024, the Court denied this motion. Discovery is now ongoing. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions.

NuScale Power Corporation

Notes to the Unaudited Condensed Consolidated Financial Statements

(in thousands, except shares and per share amounts)

Multiple shareholder class action lawsuits were filed in the U.S. District Court for the District of Oregon against the Company and certain of its current or former officers, namely John Hopkins, Chris Colbert, Robert Hamady and Clayton Scott: (1) Sigman v. NuScale Power Corp., et al. (Case No. 23-1689, filed November 15, 2023), and (2) Ryckewaert v. NuScale Power Corp., et al. (Case No. 23-1956, filed December 26, 2023). These lawsuits assert virtually identical allegations and claims and were consolidated before the same judge on February 2, 2024. The lawsuits assert claims under the federal securities laws and allege that the Company and members of management made materially false and/or misleading statements and failed to disclose material adverse facts about the Company’s business, operations and prospects, and specifically about certain of the Company’s agreements with customers. The Court appointed a lead plaintiff and lead counsel, and plaintiffs filed an amended complaint on April 18, 2024 that makes similar allegations as the original complaints. Defendants’ filed a motion to dismiss on June 17, 2024, and plaintiff filed a brief in opposition on August 1, 2024. Shortly thereafter, plaintiffs indicated they intended to seek leave to file a Second Amended Complaint to add allegations relating to the Company’s disclosure about the SEC inquiry disclosed in this Quarterly Report on Form 10-Q under Part II – Other Information, Item 1. Legal Proceedings. Defendants consented to plaintiffs’ request to amend, with the express caveat that defendants believed the proposed amendment to be futile and defendants would move to dismiss any Second Amended Complaint, including any new allegations. On September 20, 2024, plaintiffs filed the Second Amended Complaint, and on November 1, 2024, defendants moved to dismiss. Plaintiffs’ response to Defendants’ motion to dismiss is due December 17, 2024, and Defendants’ reply is due January 24, 2025. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions.

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.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

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.

Overview

Our mission is to provide scalable advanced nuclear technology to produce electricity, heat and clean water to improve the quality of life for people around the world. We are changing the power that changes the world by creating an energy source that is smarter, cleaner, safer and cost competitive.

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.

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.

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.

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.

Revenue Recognition

Results of Operations


(in thousands)	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Revenue	$	475	$	6,950	$	2,821	$	18,250
Cost of sales	(295)		(5,940)		(1,880)		(15,121)
Gross Margin	180		1,010		941		3,129
Research and development expenses	12,160		63,725		37,447		118,227
General and administrative expenses	17,021		16,402		53,207		47,420
Other expenses	12,018		13,799		37,157		41,991
Loss From Operations	(41,019)		(92,916)		(126,870)		(204,509)
Sponsored cost share	660		20,774		6,504		54,984
Change in fair value of warrant liabilities	(7,191)		11,076		(52,969)		17,167
Interest income	2,008		2,738		5,275		8,686
Loss Before Income Taxes	$	(45,542)	$	(58,328)	$	(168,060)	$	(123,672)
Foreign income taxes	12		—		12		—
Net Loss	(45,554)		(58,328)		(168,072)		(123,672)

Comparison of the Three Months Ended September 30, 2024 and 2023

Revenue and Cost of Sales

The decrease in revenue and cost of sales was attributable to the loss of the contract with CFPP LLC.

Research and Development

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.

Sponsored Cost Share

Sponsored cost share decreased as a result of the loss of the contract with CFPP LLC and decreased DOE funding in the current year.

Change in Fair Value of Warrant Liabilities

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.

Liquidity and Capital Resources

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.

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.

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.

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.

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.

Comparison of Cash Flows for the Nine Months Ended September 30, 2024 and 2023

The following table sets forth the primary sources and uses of cash and cash equivalents for the periods presented below:


	Nine Months Ended September 30,
(in thousands)	2024		2023
Net Cash Used in Operating Activities	$	(82,249)	$	(110,042)
Net Cash (Used) Provided by Investing Activities	(44,805)		48,326
Net Cash Provided by Financing Activities	118,417		14,133
Net change in cash and cash equivalents (A)	$	(8,637)	$	(47,583)

(A) Includes $5,100 in restricted cash

Cash Flows used in Operating Activities

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.

Cash Flows (used) provided by Investing Activities

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.

Cash Flows provided by Financing Activities

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.

Capital Resources

Under the Release Agreement, the Company is required to have credit support to fund the amount of its potential reimbursement of demobilization and wind down costs with CFPP LLC. This account is identified as Restricted cash in the amount of $5.1 million on the accompanying condensed consolidated balance sheet and acts as collateral for the $5.0 million letter of credit outstanding at September 30, 2024.

Recent Accounting Pronouncements

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes from the discussion of the Company’s market risk in Part I, Item 7A., Quantitative and Qualitative Disclosures About Market Risk, of the Company’s 2023 Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of September 30, 2024, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our principal executive officer and principal financial officer have concluded that, as of the evaluation date, our disclosure controls and procedures were effective as of September 30, 2024. Accordingly, management believes that the financial statements included in this Form 10-Q present fairly in all material respects our financial position, results of operations and cash flows for the period presented.

Disclosure controls and procedures are designed to ensure that information required to be disclosed by us in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

Part II - Other Information

Item 1. Legal Proceedings

Multiple shareholder class action lawsuits were filed in the U.S. District Court for the District of Oregon against the Company and certain of its current or former officers, namely John Hopkins, Chris Colbert, Robert Hamady and Clayton Scott: (1) Sigman v. NuScale Power Corp., et al. (Case No. 23-1689, filed November 15, 2023), and (2) Ryckewaert v. NuScale Power Corp., et al. (Case No. 23-1956, filed December 26, 2023). These lawsuits assert virtually identical allegations and claims and were consolidated before the same judge on February 2, 2024. The lawsuits assert claims under the federal securities laws and allege that the Company and members of management made materially false and/or misleading statements and failed to disclose material adverse facts about the Company’s business, operations and prospects, and specifically about certain of the Company’s agreements with customers. The Court appointed a lead plaintiff and lead counsel, and plaintiffs filed an amended complaint on April 18, 2024 that makes similar allegations as the original complaints. Defendants’ filed a motion to dismiss on June 17, 2024, and plaintiff filed a brief in opposition on August 1, 2024. Shortly thereafter, plaintiffs indicated they intended to seek leave to file a Second Amended Complaint to add allegations relating to the Company’s disclosure about the SEC inquiry disclosed in the next paragraph of this Quarterly Report on Form 10-Q. Defendants consented to plaintiffs’ request to amend, with the express caveat that defendants believed the proposed amendment to be futile and defendants would move to dismiss any Second Amended Complaint, including any new allegations. On September 20, 2024, plaintiffs filed the Second Amended Complaint, and on November 1, 2024, defendants moved to dismiss. Plaintiffs’ response to Defendants’ motion to dismiss is due December 17, 2024, and Defendants’ reply is due January 24, 2025. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions.

In December 2023, the Company received a voluntary request from the SEC’s Denver Regional Office for information relating to its employment, severance, and confidentiality agreements, which the Company understood to be a part of a broader inquiry involving multiple companies related to the SEC’s whistleblower provisions. The Company responded in January 2024 and had no further communications with the SEC. On July 30, 2024, the Company contacted the SEC following publication of an article by Hunterbrook Media. On July 31, 2024, the SEC made follow up requests for additional information relating to the December 2023 request. The Company is in the process of responding to those requests and intends to fully cooperate with the SEC. The Company cannot predict the timing or outcome of the SEC’s investigation at this time.

Item 1A. Risk Factors

We are and may become involved in litigation that may materially adversely affect us.

We are currently named in a number of purported class action lawsuits (see “Legal Proceedings”), and from time to time, we are and may become involved in various legal proceedings relating to other matters, including intellectual property, commercial, product liability, employment, class action, whistleblower and other litigation and claims, and governmental and other regulatory investigations and proceedings, such as the SEC’s current request for information regarding our

employment, severance, and confidentiality agreements. Such matters can be time-consuming, divert management’s attention and resources from the operation of our business and cause us to incur significant expenses or liability or require us to change our business practices.

One of the existing shareholder class action lawsuits claims in part that NuScale LLC breached its prior LLC operating agreement or breached a duty of good faith and fair dealing in amending the LLC operating agreement in the Transaction without obtaining the consent of former common unit holders of NuScale LLC as a separate class. This class action lawsuit claims in part that the conversion of preferred units to common units, which occurred in conjunction with the merger, was inequitable to common unit holders. Plaintiffs are now seeking to amend their complaint to add a claim that this conversion itself breached the operating agreement.

The other shareholder class action lawsuit claims that NuScale and members of management made materially false and/or misleading statements and failed to disclose material adverse facts about the Company’s business, operations and prospects, and specifically about certain of the Company’s agreements with customers. While two causes of action were filed, these lawsuits have been consolidated before the same judge in the federal district court in Oregon.

While we disagree with all of the plaintiffs’ claims included in the class action lawsuits, the risk of loss if plaintiffs prevail would be material to the Company. Because of the potential risks, expenses and uncertainties of litigation and investigations, we may, from time to time, settle disputes and other proceedings, even where we believe that we have meritorious claims or defenses. Because litigation and investigations are inherently unpredictable, we cannot assure you that the results of any of these actions will not have a material adverse effect on our business.

Please see the 2023 Form 10-K for a complete list of our risk factors.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Not applicable

Item 3. Defaults Upon Senior Securities

Not applicable

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

Rule 10b5-1 Trading Plans

In August 2024, we proposed to certain employees, including officers, with restricted stock units (“RSUs”) that they instruct the agent who administers our 2022 Long-Term Incentive Plan to promptly sell shares of Class A common stock sufficient to cover tax withholding obligations arising from the vesting and settlement of the RSUs (a “10b5-1(c) Trading Instruction for Eligible Sell-to-Cover Transaction”). With respect to any eligible sell-to-cover transactions before the expiration of the cooling off periods specified in Rule 10b5-1(c), the instruction is intended to be a “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K, and with respect to eligible sell-to-cover transactions after the cooling off periods specified in Rule 10b5-1(c), the instruction is intended to be a “Rule 10b5-1 trading arrangement” as defined in Item 408(a) of Regulation S-K and satisfy the affirmative defense of Rule 10b5-1(c). There is no durational limit to, or specified number of shares to be sold pursuant to, these instructions. During the three months ended September 30, 2024, Andrea Lachenmayr, Interim General Counsel, signed a 10b5-1(c) Trading Instruction for Eligible Sell-to-Cover Transaction and provided it to the agent on August 13, 2024.

During the three months ended September 30, 2024, the Company had four officers adopt Rule 10b5-1 trading arrangements. These trading arrangements are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), and do not have any limitation on their duration or the aggregate number of securities that may be purchased or sold pursuant to them. John Hopkins, Chief Executive Officer, entered into a plan on September 9, 2024, R. Ramsey Hamady, Chief Financial Officer, entered into a plan on September 10, 2024, Jackie Engel, Interim Vice President of Accounting, adopted a plan on August 30, 2024, and Karin Feldman, Senior Vice President of Product and Project Delivery, adopted a plan on August 13, 2024.

Item 6. Exhibits and Financial Statements Schedules

(a)Exhibits.


Exhibit Number						Description
3.1						Certificate of Incorporation of NuScale Power Corporation (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K filed on May 5, 2022) and Certificate of Amendment to Certificate of Incorporation (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-8 filed by the Registrant on September 1, 2023
3.2						Bylaws of NuScale Power Corporation (incorporated by reference to Exhibit 3.2 to the Current Report on Form 8-K filed on May 5, 2022)
4.1						Specimen Warrant Certificate (incorporated by reference to Exhibit 4.3 to the Registration Statement on Form S-1 filed by the Registrant on November 20, 2020)
4.2						Warrant Agreement between Continental Stock Transfer & Trust Company and Spring Valley Acquisition Corp., dated November 23, 2020 (incorporated by reference to Annex L to the Proxy Statement/ Prospectus filed on April 8, 2022)

31.1						Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a)
31.2						Certification of Principal Financial Officer pursuant to Rule 13a-14(a)/15d-14(a)
32.1						Certification of Chief Executive Officer pursuant to Rule 13a-14(d)/15d-14(d)
32.2						Certification of Principal Financial Officer pursuant to Rule 13a-14(d)/15d-14(d)
10.1						Task Order No.: R1MA-P2-OFS-90-K200, dated October 3, between the Company and Fluor Transworld Services, Inc., - (portions of this exhibit have been omitted) (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K filed on October 9, 2024)
101 .INS						XBRL Instance Document
101.SCH						XBRL Taxonomy Extension Schema Document
101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF						XBRL Taxonomy Extension Definition Linkbase Document
101.LAB						XBRL Taxonomy Extension Label Linkbase Document
101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document
104						Cover Page Interactive Data File (formatted as Inline XBRL).

__________________________________________

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	NuScale Power Corporation

Date	By:	/s/ John Hopkins
November 8, 2024	Name:	John Hopkins
	Title:	Chief Executive Officer


Date	By:	/s/ R. Ramsey Hamady
November 8, 2024	Name	R. Ramsey Hamady
	Title:	Chief Financial Officer

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, John Hopkins, certify that:


1.			I have reviewed this quarterly report on Form 10-Q of NuScale Power Corporation;

2.			Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.			Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.			The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:


			(a)			Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

			(b)			Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

			(c)			Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

			(d)			Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.			The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):


			(a)			All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

			(b)			Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: November 8, 2024	By:	/s/ John Hopkins
		John Hopkins
		Chief Executive Officer (Principal Executive Officer)

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, R. Ramsey Hamady, certify that:


1.			I have reviewed this quarterly report on Form 10-Q of NuScale Power Corporation;

2.			Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.			Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.			The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:


			(a)			Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

			(b)			Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

			(c)			Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

			(d)			Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.			The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):


			(a)			All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

			(b)			Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.


Date: November 8, 2024	By:	/s/ R. Ramsey Hamady
		R. Ramsey Hamady
		Chief Financial Officer (Principal Financial Officer)

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 of NuScale Power Corporation (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John Hopkins, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:


			(1)			The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

			(2)			The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


November 8, 2024						/s/ John Hopkins
						John Hopkins
						Chief Executive Officer
						(Principal Executive Officer)

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024 of NuScale Power, Inc. (the “Company”), as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, R. Ramsey Hamady, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:


			(1)			The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

			(2)			The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.


November 8, 2024									/s/ R. Ramsey Hamady
									R. Ramsey Hamady
									Chief Financial Officer
									(Principal Financial Officer)

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 04, 2024
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2024
Document Transition Report	false
Entity File Number	001-04321
Entity Registrant Name	NUSCALE POWER CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1588588
Entity Address, Address Line One	1100 NE Circle Blvd., Suite 200
Entity Address, City or Town	Corvallis
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97330
City Area Code	971
Local Phone Number	371-1592
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Central Index Key	0001822966
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A
Entity Information [Line Items]
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Trading Symbol	SMR
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		101,097,113
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Entity Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Trading Symbol	SMR.WS
Security Exchange Name	NYSE
Class B
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		154,266,400

Condensed Consolidated Balance Sheet - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Current Assets
Cash and cash equivalents	$ 111,628	$ 120,265
Short-term investments	45,000	0
Restricted cash	5,100	5,100
Prepaid expenses	10,914	19,054
Accounts and other receivables, net	7,912	10,127
Total current assets	180,554	154,546
Property, plant and equipment, net	2,756	4,116
In-process research and development	16,900	16,900
Intangible assets, net	749	882
Goodwill	8,255	8,255
Long-lead material work in process	41,609	36,361
Other assets	2,461	3,798
Total Assets	253,284	224,858
Current Liabilities
Accounts payable and accrued expenses	17,897	44,925
Accrued compensation	7,749	8,546
Long-lead material liability	33,064	32,323
Customer deposit	20,000	0
Other accrued liabilities	1,848	1,664
Total current liabilities	80,558	87,458
Warrant liabilities	58,681	5,722
Noncurrent accounts payable and accrued expenses	23,604	0
Other noncurrent liabilities	238	1,442
Deferred revenue	78	898
Total Liabilities	163,159	95,520
Stockholders’ Equity
Additional paid-in capital	462,146	333,888
Accumulated deficit	(302,102)	(240,454)
Total Stockholders’ Equity Excluding Noncontrolling Interests	160,069	93,457
Noncontrolling interests	(69,944)	35,881
Total Stockholders' Equity	90,125	129,338
Total Liabilities and Stockholders' Equity	253,284	224,858
Class A
Stockholders’ Equity
Common stock, value	10	8
Class B
Stockholders’ Equity
Common stock, value	$ 15	$ 15

Condensed Consolidated Balance Sheet (Parenthetical) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Class A
Common stock, par value (usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (shares)	332,000,000	332,000,000
Common stock, shares outstanding (shares)	97,893,884	76,895,166
Class B
Common stock, par value (usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (shares)	179,000,000	179,000,000
Common stock, shares outstanding (shares)	154,266,400	154,477,032

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Income Statement [Abstract]
Revenue	$ 475	$ 6,950	$ 2,821	$ 18,250
Cost of sales	(295)	(5,940)	(1,880)	(15,121)
Gross Margin	180	1,010	941	3,129
Research and development expenses	12,160	63,725	37,447	118,227
General and administrative expenses	17,021	16,402	53,207	47,420
Other expenses	12,018	13,799	37,157	41,991
Loss From Operations	(41,019)	(92,916)	(126,870)	(204,509)
Sponsored cost share	660	20,774	6,504	54,984
Change in fair value of warrant liabilities	(7,191)	11,076	(52,969)	17,167
Interest income	2,008	2,738	5,275	8,686
Loss Before Income Taxes	(45,542)	(58,328)	(168,060)	(123,672)
Foreign income taxes	12	0	12	0
Net Loss	(45,554)	(58,328)	(168,072)	(123,672)
Net loss attributable to noncontrolling interests	(28,095)	(39,206)	(106,424)	(84,065)
Net Loss Attributable to Class A Common Stockholders	$ (17,459)	$ (19,122)	$ (61,648)	$ (39,607)
Loss per Share of Class A Common Stock:
Basic (usd per share)	$ (0.18)	$ (0.26)	$ (0.70)	$ (0.55)
Diluted (usd per share)	$ (0.18)	$ (0.26)	$ (0.70)	$ (0.55)
Weighted-Average Shares of Class A Common Stock Outstanding:
Basic (shares)	95,197,500	74,836,884	88,137,939	72,235,763
Diluted (shares)	95,197,500	74,836,884	88,137,939	72,235,763

Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($) $ in Thousands	Total	Class A	Class B	Common Stock Class A	Common Stock Class B	Additional Paid-in Capital	Accumulated Deficit	Noncontrolling Interests
Beginning balance (shares) at Dec. 31, 2022				69,353,000	157,091,000
Beginning balance at Dec. 31, 2022	$ 277,087			$ 7	$ 16	$ 296,748	$ (182,092)	$ 162,408
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	12,099					12,099
Exercise of common share options and warrants and vested RSUs (shares)				3,144,000
Exercise of common share options and warrants and vested RSUs	7,867					7,867
Issuance of Class A common stock (shares)				1,386,000
Issuance of Class A common stock	6,266					6,266
Exchange of combined interests for Class A common stock (shares)				2,534,000	(2,534,000)
Exchange of combined interests for Class A common stock	0			$ 1	$ (1)
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	0					4,613		(4,613)
Net loss	(123,672)						(39,607)	(84,065)
Ending balance (shares) at Sep. 30, 2023				76,417,000	154,557,000
Ending balance at Sep. 30, 2023	179,647			$ 8	$ 15	327,593	(221,699)	73,730
Beginning balance (shares) at Jun. 30, 2023				74,045,000	154,720,000
Beginning balance at Jun. 30, 2023	224,204			$ 7	$ 16	312,618	(202,577)	114,140
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	4,009					4,009
Exercise of common share options and warrants and vested RSUs (shares)				823,000
Exercise of common share options and warrants and vested RSUs	7,867					7,867
Issuance of Class A common stock (shares)				1,386,000
Exchange of combined interests for Class A common stock (shares)				163,000	(163,000)
Exchange of combined interests for Class A common stock	1,895			$ 1	$ (1)	1,895
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	0					1,204		(1,204)
Net loss	(58,328)						(19,122)	(39,206)
Ending balance (shares) at Sep. 30, 2023				76,417,000	154,557,000
Ending balance at Sep. 30, 2023	179,647			$ 8	$ 15	327,593	(221,699)	73,730
Beginning balance (shares) at Dec. 31, 2023		76,895,166	154,477,032	76,895,000	154,477,000
Beginning balance at Dec. 31, 2023	129,338			$ 8	$ 15	333,888	(240,454)	35,881
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	10,442					10,442
Exercise of common share options and warrants and vested RSUs (shares)				5,126,000
Exercise of common share options and warrants and vested RSUs	14,575					14,575
Issuance of Class A common stock (shares)				15,662,000
Issuance of Class A common stock	103,842			$ 2		103,840
Exchange of combined interests for Class A common stock (shares)				211,000	(211,000)
Exchange of combined interests for Class A common stock	0
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	0					(599)		599
Net loss	(168,072)						(61,648)	(106,424)
Ending balance (shares) at Sep. 30, 2024		97,893,884	154,266,400	97,894,000	154,266,000
Ending balance at Sep. 30, 2024	90,125			$ 10	$ 15	462,146	(302,102)	(69,944)
Beginning balance (shares) at Jun. 30, 2024				92,486,000	154,465,000
Beginning balance at Jun. 30, 2024	93,311			$ 9	$ 15	420,948	(284,643)	(43,018)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	3,946					3,946
Exercise of common share options and warrants and vested RSUs (shares)				2,244,000
Exercise of common share options and warrants and vested RSUs	7,221					7,221
Issuance of Class A common stock (shares)				2,965,000
Issuance of Class A common stock	31,201			$ 1		31,200
Exchange of combined interests for Class A common stock (shares)				199,000	(199,000)
Exchange of combined interests for Class A common stock	0
Rebalancing of ownership percentage for exchange of combined interest into Class A shares	0					(1,169)		1,169
Net loss	(45,554)						(17,459)	(28,095)
Ending balance (shares) at Sep. 30, 2024		97,893,884	154,266,400	97,894,000	154,266,000
Ending balance at Sep. 30, 2024	$ 90,125			$ 10	$ 15	$ 462,146	$ (302,102)	$ (69,944)

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
OPERATING CASH FLOW
Net Loss	$ (168,072)	$ (123,672)
Adjustments to reconcile net loss to operating cash flow:
Depreciation	1,286	1,813
Amortization of intangibles	133	133
Equity-based compensation expense	10,442	12,099
Provision for credit losses	57	0
Impairment of intangible asset	71	0
Gain on insurance proceeds received for damage to property, plant and equipment	(122)	0
Change in fair value of warrant liabilities	52,969	(17,167)
Net noncash change in right of use assets and lease liabilities	(274)	(230)
Changes in assets and liabilities:
Prepaid expenses and other assets	8,474	(18,377)
Accounts and other receivables	2,157	(8,991)
Long-term contract work in process	(5,248)	(30,765)
Long-lead material liability	741	34,500
Accounts payable and accrued expenses	(2,044)	8,830
Nonrefundable customer deposit	20,000	0
Lease liability	(1,202)	(1,290)
Deferred revenue	(820)	32,525
Accrued compensation	(797)	550
Net Cash Used in Operating Activities	(82,249)	(110,042)
INVESTING CASH FLOW
Sale of short-term investments	0	50,000
Purchase of short-term investments	(45,000)	0
Insurance proceeds received for damage to property, plant and equipment	195	0
Purchases of property, plant and equipment	0	(1,674)
Net Cash (Used) Provided by Investing Activities	(44,805)	48,326
FINANCING CASH FLOW
Proceeds from the issuance of common stock, net of issuance fees	103,842	7,867
Proceeds from exercise of warrants and common share options	14,575	6,266
Net Cash Provided by Financing Activities	118,417	14,133
Net Change in Cash, Cash Equivalents and Restricted Cash	(8,637)	(47,583)
Cash, cash equivalents and restricted cash:
Beginning of period	125,365	244,217
End of period	116,728	196,634
Supplemental disclosures of cash flow information:
Foreign income taxes paid	$ 3,212	$ 0

Nature of Business	9 Months Ended
Nature of Business	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Nature of Business Organization NuScale Corp (“NuScale”, the “Company”, “us”, “we” or “our”) is incorporated under the laws of the state of Delaware. The Company is the primary beneficiary of NuScale LLC, a variable interest entity, and all activity of NuScale LLC and the Company are consolidated herein. NuScale LLC is a limited liability company organized in the State of Oregon in 2011. As at September 30, 2024, NuScale was majority owned by Fluor Enterprises, Inc., a subsidiary of Fluor Corporation; however, subsequent to September 30, 2024, Fluor’s ownership fell below 50%. Operations The Company is commercializing a modular, scalable 77 megawatt (gross) electric Light Water Reactor nuclear power plant using exclusive rights to a nuclear power plant design obtained from Oregon State University (“OSU”). The following represents key milestones in the development of this technology: •December 2016: DCA completed •January 2017: DCA submitted to the NRC •March 2017: DCA accepted for review by the NRC •August 2020: NRC issued the Final Safety Evaluation Report ("FSER") •July 2023: SDA Application and associated licensing topical reports accepted for formal review by the NRC The FSER represents the NRC’s completion of its technical review and approval of the NuScale SMR design. With this final 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 NuScale design. Based on the NRC’s published schedule for SDA Application review, we expect the NRC will complete its review and SDA approval to be received by July 31, 2025. The majority of the Company’s operations and long-lived assets were attributable to operations in the United States other than the long-lead material work in process being manufactured in South Korea during the 2023 and 2024 fiscal years. 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 $3,236 during the nine months ended September 30, 2024, and is included in Other expenses on the condensed consolidated income statement. As a result of the cost optimization plans implemented by management, the utilization of our ATM Program and 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.

Summary of Significant Accounting Policies	9 Months Ended
Summary of Significant Accounting Policies	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements and related notes do not include notes and certain financial information normally presented annually under GAAP, and therefore should be read in conjunction with our 2023 Form 10-K. Accounting measures at interim dates inherently involve greater reliance on estimates than at year-end. Although such estimates are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available, our reported results of operations may not necessarily be indicative of results that we expect for the full year. These financial statements are unaudited. In management’s opinion, they contain all adjustments of a normal recurring nature which are necessary to present fairly our financial position and our operating results as of and for the interim periods presented. Principles of Consolidation As part of the Transaction, NuScale Corp has been determined to be the primary beneficiary of NuScale LLC, a variable interest entity (“VIE”). As the sole managing member of NuScale LLC, NuScale Corp has both the power to direct the activities, and direct ownership to share in the revenues and expenses of NuScale LLC. As such, all the activity of NuScale LLC has been consolidated in the accompanying condensed consolidated financial statements. All assets and liabilities included in the balance sheet are that of NuScale LLC, other than the NuScale Corp Warrants and certain prepaid assets. All significant intercompany transactions have been eliminated upon consolidation. Changes in Presentation For the nine months ended September 30, 2023, amounts totaling $1,855 were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation. Cash, Cash Equivalents and Restricted Cash Cash equivalents represent short-term, highly liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase, while cash equivalents with an initial maturity of between three and twelve months at time of purchase are considered short-term investments. The Company’s cash equivalents consist of certificates of deposit, are classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost. Cash in the amount of $5,100 is restricted as collateral for the letter of credit associated with the Release Agreement with CFPP LLC at September 30, 2024 and December 31, 2023, and is identified as Restricted cash in the condensed consolidated balance sheet. The restricted cash balance plus cash and cash equivalents on the condensed consolidated balance sheet equals cash, cash equivalents and restricted cash, as reflected in the condensed consolidated statements of cash flows. Sales and Marketing Agreements The Company has entered into sales and marketing agreements pursuant to which it prepaid certain expenses to the counterparty. As of September 30, 2024 and December 31, 2023, the balance of $3,750 and $15,000, respectively, is included in Prepaid expenses on the accompanying condensed consolidated balance sheet and will be amortized monthly on a straight-line basis through December 31, 2024. Warrant Liability The Company accounts for the Warrants in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statements of operations. The fair value of the Public and Private Placement Warrants at December 31, 2023 has been estimated using the Public Warrants’ quoted market price, while all Warrants are Public Warrants as of September 30, 2024. Revenue Recognition 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. 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. Sponsored Cost Share As our commercialization activities advance, we have continued to enter into cost share agreements with various entities, including both governmental and private, under which the Company is reimbursed for specific R&D activities. As of September 30, 2024, these entities include the United States Department of State and United States Trade and Development Agency (combined as “USG”), RoPower, DOE and CFPP LLC. Beginning in 2021, the Company partnered with USG to develop SMRs in foreign markets. Under USG’s technical assistance grant programs, we receive cost share commitments to support licensing work in these foreign markets, one of which is additionally supported by RoPower. During the three months ended September 30, 2024 and 2023, USG cost share totaled $641 and $10,521, respectively, while during the nine months ended September 30, 2024 and 2023, USG cost share totaled $5,833 and $20,080, respectively. Since 2014, DOE has provided critical funding to the Company through a series of cooperative agreements that support ongoing commercialization activities. During the nine months ended September 30, 2024, DOE cost share totaled $336, while during the three and nine months ended September 30, 2023, DOE cost share totaled $9,171 and $28,718, respectively. Finally, we receive subrecipient cost share from CFPP LLC under a contract between the DOE and UAMPS for R&D performed with the goal of developing our first SMR. Under this agreement we received cost share of $19 and $1,082 during the three months ended September 30, 2024 and 2023, respectively, while for the nine months ended September 30, 2024 and 2023, the Company received cost share of $335 and $6,186, respectively. Recent Accounting Pronouncements 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. 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.

Noncontrolling Interests and Loss Per Share

9 Months Ended

Sep. 30, 2024

Noncontrolling Interest And Loss Per Share [Abstract]

Noncontrolling Interests and Loss Per Share

Noncontrolling Interests

following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by NuScale LLC Class B unitholders.


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
Noncontrolling Interests	2024		2023		2024		2023

NuScale Corp Class A common stock
Beginning of period	92,486,358		74,045,206		76,895,166		69,353,019
Exchange of combined interests for Class A common stock	198,335		163,497		210,632		2,534,302
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	97,893,884		76,416,658		97,893,884		76,416,658

NuScale LLC Class B Units (NCI)
Beginning of period	154,464,735		154,720,015		154,477,032		157,090,820
Exchange of combined interests for Class A common stock	(198,335)		(163,497)		(210,632)		(2,534,302)
End of period	154,266,400		154,556,518		154,266,400		154,556,518

Total
Beginning of period	246,951,093		228,765,221		231,372,198		226,443,839
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	252,160,284		230,973,176		252,160,284		230,973,176

Ownership Percentage

NuScale Corp Class A common stock
Beginning of period	37.5	%	32.4	%	33.2	%	30.6	%
End of period	38.8	%	33.1	%	38.8	%	33.1	%

NuScale LLC Class B Units (NCI)
Beginning of period	62.5	%	67.6	%	66.8	%	69.4	%
End of period	61.2	%	66.9	%	61.2	%	66.9	%

Loss Per Share


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2024		2023		2024		2023
Net loss attributable to Class A common stockholders	$	(17,459)	$	(19,122)	$	(61,648)	$	(39,607)
Weighted-average shares for basic and diluted loss per share	95,197,500		74,836,884		88,137,939		72,235,763
Basic and Diluted loss per share of Class A common stock	$	(0.18)	$	(0.26)	$	(0.70)	$	(0.55)
Anti-dilutive securities excluded from shares outstanding:
Shares of Class B common stock	154,266,400		154,556,518		154,266,400		154,556,518
Stock options	7,684,894		9,606,510		7,684,894		9,606,510
Warrants	18,455,747		18,458,701		18,455,747		18,458,701
Time-based RSUs	5,296,625		3,335,535		5,296,625		3,335,535
Total	185,703,666		185,957,264		185,703,666		185,957,264

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 $32,451 and $31,639, respectively.

Warrant Liabilities	9 Months Ended
Warrant Liabilities	Sep. 30, 2024
Warrants and Rights Note Disclosure [Abstract]
Warrant Liabilities	Warrant Liabilities Under the Company’s Warrant Agreement, when Private Placement Warrants are transferred by Spring Valley Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”), to persons who are not “Permitted Transferees” (as defined in the Warrant Agreement) of the Sponsor, they cease to be Private Placement Warrants and become Public Warrants under the Warrant Agreement. The Company has been informed by the Sponsor that the Private Placement Warrants were transferred in accordance with the Warrant Agreement to persons who are not Permitted Transferees. Consequently, the previously described Private Placement Warrants are now Public Warrants under the Warrant Agreement, resulting in all 18,455,723 warrants identified as Public Warrants in Note 5, Fair Value Measurement, as of September 30, 2024. During the three and nine months ended September 30, 2024, 2,954 warrants were exercised for Class A common shares and $34 cash. Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Warrants. The Warrants are currently exercisable and will expire on May 2, 2027 (five years from the date of the Transaction) or earlier upon redemption or liquidation. Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00. The Company may redeem the outstanding Warrants: •in whole and not in part; •at a price of $0.01 per Warrant; •upon a minimum of 30 days prior written notice of redemption to each Warrant holder; and •if, and only if, the closing price of the Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders. The Company will not redeem the Warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A common stock issuable upon exercise of the Warrants is then effective and a current prospectus relating to those shares of Class A common stock is available throughout the 30-day redemption period. If and when the Warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00. The Company may redeem the outstanding Warrants: •in whole and not in part; •at $0.10 per Warrant upon a minimum of 30 days prior written notice of redemption provided that holders will be able to exercise their Warrants on a cashless basis prior to redemption and receive that number of shares determined as set forth in the Warrant Agreement, based on the redemption date and the fair market value of the Class A common stock, subject to certain exceptions; and •if, and only if, the closing price of the Class A common stock equals or exceeds $10.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant based on anti-dilution adjustments set forth in the Warrant Agreement) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders. The Warrants may be exercised for cash (or on a cashless basis as described above in “-Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00”) at any time after notice of redemption shall have been given by the Company and prior to the redemption date. For a complete description of the Warrants, please see the Warrant Agreement, which is Exhibit 4.2 to the 2023 Form 10-K, and the section entitled “Warrants” in the “Description of Registrant’s Securities,” which is Exhibit 4.3 to the 2023 Form 10-K.

Fair Value Measurement

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value Measurement

measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach).

The levels of hierarchy are described below:

Level 1 Quoted prices in active markets for identical instruments;

Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

The carrying amount of certain financial instruments, including deposits, accounts payable and accrued expenses, approximates fair value due to their short maturities.

The following tables represents the Company’s financial liabilities measured at fair value on a recurring basis:



(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	58,681	$	—	$	—	$	58,681
Total Warrant Liabilities as of September 30, 2024	$	58,681	$	—	$	—	$	58,681


(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	2,963	$	—	$	—	$	2,963
Private Placement Warrants	—		2,759		—		2,759
Total Warrant Liabilities as of December 31, 2023	$	2,963	$	2,759	$	—	$	5,722

Accounts and Other Receivables	9 Months Ended
Accounts and Other Receivables	Sep. 30, 2024
Receivables [Abstract]
Accounts and Other Receivables	Accounts and Other Receivables Accounts and other receivables, net include reimbursement requests outstanding from the cost share awards, interest receivable and commercial accounts receivable. The cost share reimbursement requests are recognized as eligible costs are incurred. Reimbursement under the awards is recognized as award funds are obligated, and are included in Sponsored cost share in the condensed consolidated statement of operations. Interest receivable of $740 and $318 was outstanding at September 30, 2024 and December 31, 2023, respectively. The majority of our receivables are either due from the U.S. federal government or have to do with a federal project. For these reasons, the majority of receivables are deemed to be fully collectible and only an immaterial allowance has been recorded.

Property, Plant and Equipment

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

Property, plant and equipment consisted of the following:



(in thousands)	September 30, 2024		December 31, 2023
Furniture and fixtures	$	27	$	27
Office and computer equipment	7,222		7,274
Software	13,898		14,102
Operations equipment	1,165		1,165
Leasehold improvements	2,189		2,293
	24,501		24,861
Less: Accumulated depreciation	(21,745)		(20,745)
Net property, plant and equipment	$	2,756	$	4,116

Long-Lead Material Work In Process and Liability	9 Months Ended
Long-Lead Material Work In Process and Liability	Sep. 30, 2024
Inventory Disclosure [Abstract]
Long-Lead Material Work In Process and Liability	Long-Lead Material Work In Process and Liability During the first quarter of 2023, we entered into the LLM Agreement with CFPP LLC. Related to this contract, the Company has subcontracted for the purchase of certain long-lead materials (“LLM”) in the amount of $55,700, that were to be used in fabrication of the NPMs as part of the DCRA with CFPP LLC. However, on November 7, 2023, NuScale and CFPP LLC entered into the Release Agreement whereby the DCRA and LLM Agreement would be suspended, while wind down procedures and the ultimate disposition of the long-lead materials would be negotiated between the Company, CFPP LLC and DOE. As part of the Release Agreement, NuScale was required to pay $49,769 to CFPP LLC and provide a letter of credit in the amount of $5,000 for demobilization and wind down costs. This letter of credit is collateralized by $5,100 and included in the accompanying condensed consolidated balance sheet as Restricted cash as of September 30, 2024 and December 31, 2023. 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 of the LLM. As a result of DOE’s investment in the LLM, as of September 30, 2024 and December 31, 2023, NuScale has included a Long-lead material liability on the accompanying condensed consolidated balance sheet in the amount of $33,064 and $32,323, respectively, for the estimated cost to gain 100% of the LLM, once completed. The LLM represents in-process inventory recorded at cost and is identified as Long-lead material work in process on the condensed consolidated balance sheet in the amount of $41,609 and $36,361 as of September 30, 2024 and December 31, 2023, respectively.

Customer Deposit	9 Months Ended
Customer Deposit	Sep. 30, 2024
Revenue from Contract with Customer [Abstract]
Customer Deposit	Customer Deposit As previously noted, in the third quarter, NuScale entered into a fixed price contract with variable consideration. At that time the Company was paid an upfront fee that is nonrefundable but cannot be recognized as revenue under GAAP until the performance obligations have been achieved, which we anticipate occurring during the fourth quarter of 2024. At December 31, 2023, there were no customer deposits included in our consolidated balance sheet.

Noncurrent Accounts Payable and Accrued Expenses	9 Months Ended
Noncurrent Accounts Payable and Accrued Expenses	Sep. 30, 2024
Payables and Accruals [Abstract]
Noncurrent Accounts Payable and Accrued Expenses	Noncurrent Accounts Payable and Accrued ExpensesDuring May 2024, a contract with one of NuScale’s LLM manufacturing vendors was renegotiated as a result of the Release Agreement with CFPP LLC. This amendment resulted in new production milestones, with interest-free payments expected in December 2025. Should the payments be deferred to a later date, interest will begin accruing on January 1, 2026. As of September 30, 2024, the balance totals $23,212 and is included in Noncurrent accounts payable and accrued expenses in the accompanying condensed consolidated balance sheet.

Employee Benefits	9 Months Ended
Employee Benefits	Sep. 30, 2024
Retirement Benefits [Abstract]
Employee Benefits	Employee BenefitsThe Company sponsors a defined contribution 401(k) Plan with contributions to be made at the sole discretion of the management. Under the provisions of the 401(k) Plan, the Company matches the employees’ contributions for the first 3% of compensation and matches 50% of the employees’ contributions for the next 2% of compensation. The expense recorded for the 401(k) Plan was $396 and $578 for the three months ended September 30, 2024 and 2023, respectively, and $1,535 and $2,020 for the nine months ended September 30, 2024 and 2023, respectively

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2024
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes NuScale LLC was historically and remains a partnership for U.S. federal income tax purposes with each partner being separately taxed on its share of taxable income or loss. NuScale Corp is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to its distributive share of any net taxable income or loss and any related tax credits of NuScale LLC. The effective tax rate was 0% for the three and nine months ended September 30, 2024. The effective income tax rate for the three and nine months ended September 30, 2024 differed significantly from the statutory rates, primarily due to the losses allocated to the NCI and the recognition of a valuation allowance as a result of the Company’s new tax structure following the Transaction. During the three and nine months ended September 30, 2024, the Company incurred a minimal amount of foreign income tax expense, while incurring no such expense during the same periods in the prior year. However, during the third quarter, NuScale received a customer deposit from a Romanian entity subject to Romanian withholding tax in the amount of $3,200. This amount is included in Prepaid expenses in the condensed consolidated balance sheet at September 30, 2024 and will be expensed as the revenue is recognized. No such amount was prepaid as of December 31, 2023. The Company has assessed the realizability of the net deferred tax assets and in that analysis has considered the relevant positive and negative evidence available to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The Company has recorded a full valuation allowance against the deferred tax assets at NuScale Corp as of September 30, 2024, which will be maintained until there is sufficient evidence to support the reversal of all or some portion of these allowances. The Company’s income tax filings will be subject to audit by various taxing jurisdictions. The Company will monitor the status of U.S. federal, state and local income tax returns that may be subject to audit in future periods. No U.S. federal, state and local income tax returns are currently under examination by the respective taxing authorities.

Equity-Based Compensation	9 Months Ended
Equity-Based Compensation	Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]
Equity-Based Compensation	Equity-Based Compensation The total compensation expense recognized for common share options and time-based RSU awards during the three months ended September 30, 2024 and 2023 was $3,946 and $4,009, respectively, and $10,442 and $12,099 for the nine months ended September 30, 2024 and 2023, respectively. For the three months ended September 30, 2024, equity-based compensation of $2,017 was included in G&A expense and $1,929 was included in Other expense, compared to $1,496 and $2,513, respectively, over the same period in the prior year. For the nine months ended September 30, 2024, equity based compensation of $5,445 was included in G&A expense and $4,997 included in Other expense compared to $4,857 and $7,242, respectively, over the same period in the prior year. Stock Options During the nine months ended September 30, 2024, the Board approved 2,909,375 employee share option awards, with an aggregate fair value of $6,401, that vest one-third annually starting in February 2025 for a period of three years. The Company measures the fair value of each share option grant at the date of grant using a Black-Scholes option pricing model. Time-based RSUs During the nine months ended September 30, 2024, the Company granted employees 4,598,635 RSUs with an aggregate value of $14,716. The RSUs vest one-third annually starting in February 2025. During the three and nine months ended September 30, 2024, RSUs of 179,053 and 1,097,292, respectively, vested with Class A common shares issued.

Related Party Transactions	9 Months Ended
Related Party Transactions	Sep. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions From time to time, the Company enters into strategic agreements with Fluor, whereby Fluor or the Company perform services for one another. For the three months ended September 30, 2024 and 2023, we incurred expenses of $229 and $10,763, respectively, while for the nine months ended September 30, 2024 and 2023, we incurred expenses of $767 and $27,968, respectively. As of September 30, 2024 and December 31, 2023, the Company owed Fluor, as Accounts payable and accrued expenses on the condensed consolidated balance sheet, amounts totaling $802 and $4,080, respectively. For the three months ended September 30, 2024 and 2023, we earned revenue of $47 and $5,302, respectively, and for the nine months ended September 30, 2024 and 2023, we earned $570 and $14,072, respectively. At December 31, 2023, Fluor owed us $2,642, with no such amount outstanding as of September 30, 2024, amounts which are included in Accounts and other receivables, net on the condensed consolidated balance sheet. For the three months ended September 30, 2024 and 2023, Fluor accounted for 10% and 76%, respectively, of total revenue, while for the nine months ended September 30, 2024 and 2023, they accounted for 20% and 77%, respectively.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies In the regular course of business, the Company is involved in various legal proceedings and claims incidental to the normal course of business. Other than as disclosed immediately below, the Company does not believe that any legal claims are material to the Company. Management does not believe that resolution of any of these matters will materially affect the Company’s financial position or results of operations. On September 19, 2022, thirteen purported members and/or option holders of NuScale LLC filed suit in the U.S. District Court for the District of Oregon against NuScale LLC, Fluor Enterprises, Japan NuScale Innovation, Inc., and Sargent & Lundy Holdings, LLC. The plaintiffs purport to represent a class of individuals who held common units or options to purchase common units in NuScale LLC and seek declaratory relief and damages based on breach of contract and other common law claims. The claims in the complaint are based on amendments to the operating agreement of NuScale LLC in connection with NuScale LLC’s combination with Spring Valley Acquisition Corp. On November 21, 2022, NuScale LLC, along with the other defendants, filed motions to dismiss. Plaintiffs filed a response on January 17, 2023, and NuScale LLC and the other defendants filed a reply on February 14, 2023. A hearing on the motions to dismiss was held on May 17, 2023. On August 3, 2023, the Magistrate Judge issued a report and recommendation that recommended that NuScale LLC’s motion to dismiss be denied. On August 17, 2023, NuScale LLC filed an objection to this report and recommendation. On November 13, 2023, the District Court Judge entered an order accepting the report and recommendation. On December 8, 2023, plaintiffs filed a motion for leave to amend their complaint, and on June 23, 2024, the Court denied this motion. Discovery is now ongoing. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions. Multiple shareholder class action lawsuits were filed in the U.S. District Court for the District of Oregon against the Company and certain of its current or former officers, namely John Hopkins, Chris Colbert, Robert Hamady and Clayton Scott: (1) Sigman v. NuScale Power Corp., et al. (Case No. 23-1689, filed November 15, 2023), and (2) Ryckewaert v. NuScale Power Corp., et al. (Case No. 23-1956, filed December 26, 2023). These lawsuits assert virtually identical allegations and claims and were consolidated before the same judge on February 2, 2024. The lawsuits assert claims under the federal securities laws and allege that the Company and members of management made materially false and/or misleading statements and failed to disclose material adverse facts about the Company’s business, operations and prospects, and specifically about certain of the Company’s agreements with customers. The Court appointed a lead plaintiff and lead counsel, and plaintiffs filed an amended complaint on April 18, 2024 that makes similar allegations as the original complaints. Defendants’ filed a motion to dismiss on June 17, 2024, and plaintiff filed a brief in opposition on August 1, 2024. Shortly thereafter, plaintiffs indicated they intended to seek leave to file a Second Amended Complaint to add allegations relating to the Company’s disclosure about the SEC inquiry disclosed in this Quarterly Report on Form 10-Q under Part II – Other Information, Item 1. Legal Proceedings. Defendants consented to plaintiffs’ request to amend, with the express caveat that defendants believed the proposed amendment to be futile and defendants would move to dismiss any Second Amended Complaint, including any new allegations. On September 20, 2024, plaintiffs filed the Second Amended Complaint, and on November 1, 2024, defendants moved to dismiss. Plaintiffs’ response to Defendants’ motion to dismiss is due December 17, 2024, and Defendants’ reply is due January 24, 2025. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions. 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.

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (17,459)	$ (19,122)	$ (61,648)	$ (39,607)

Insider Trading Arrangements	3 Months Ended	9 Months Ended
Insider Trading Arrangements	Sep. 30, 2024	Sep. 30, 2024
Trading Arrangements, by Individual
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false
Karin Feldman [Member]
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		In August 2024, we proposed to certain employees, including officers, with restricted stock units (“RSUs”) that they instruct the agent who administers our 2022 Long-Term Incentive Plan to promptly sell shares of Class A common stock sufficient to cover tax withholding obligations arising from the vesting and settlement of the RSUs (a “10b5-1(c) Trading Instruction for Eligible Sell-to-Cover Transaction”). With respect to any eligible sell-to-cover transactions before the expiration of the cooling off periods specified in Rule 10b5-1(c), the instruction is intended to be a “non-Rule 10b5-1 trading arrangement” as defined in Item 408(c) of Regulation S-K, and with respect to eligible sell-to-cover transactions after the cooling off periods specified in Rule 10b5-1(c), the instruction is intended to be a “Rule 10b5-1 trading arrangement” as defined in Item 408(a) of Regulation S-K and satisfy the affirmative defense of Rule 10b5-1(c). There is no durational limit to, or specified number of shares to be sold pursuant to, these instructions. During the three months ended September 30, 2024, Andrea Lachenmayr, Interim General Counsel, signed a 10b5-1(c) Trading Instruction for Eligible Sell-to-Cover Transaction and provided it to the agent on August 13, 2024. During the three months ended September 30, 2024, the Company had four officers adopt Rule 10b5-1 trading arrangements. These trading arrangements are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c), and do not have any limitation on their duration or the aggregate number of securities that may be purchased or sold pursuant to them. John Hopkins, Chief Executive Officer, entered into a plan on September 9, 2024, R. Ramsey Hamady, Chief Financial Officer, entered into a plan on September 10, 2024, Jackie Engel, Interim Vice President of Accounting, adopted a plan on August 30, 2024, and Karin Feldman, Senior Vice President of Product and Project Delivery, adopted a plan on August 13, 2024.
Name	Karin Feldman
Title	Senior Vice President of Product and Project Delivery
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 13, 2024
Jackie Engel [Member]
Trading Arrangements, by Individual
Name	Jackie Engel
Title	Interim Vice President of Accounting
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	August 30, 2024
John Hopkins [Member]
Trading Arrangements, by Individual
Name	John Hopkins
Title	Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 9, 2024
R. Ramsey Hamady [Member]
Trading Arrangements, by Individual
Name	R. Ramsey Hamady
Title	Chief Financial Officer
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	September 10, 2024

Summary of Significant Accounting Policies (Policies)	9 Months Ended
Summary of Significant Accounting Policies (Policies)	Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The Company’s unaudited condensed consolidated financial statements and related notes do not include notes and certain financial information normally presented annually under GAAP, and therefore should be read in conjunction with our 2023 Form 10-K. Accounting measures at interim dates inherently involve greater reliance on estimates than at year-end. Although such estimates are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available, our reported results of operations may not necessarily be indicative of results that we expect for the full year. These financial statements are unaudited. In management’s opinion, they contain all adjustments of a normal recurring nature which are necessary to present fairly our financial position and our operating results as of and for the interim periods presented.
Principles of Consolidation	Principles of Consolidation As part of the Transaction, NuScale Corp has been determined to be the primary beneficiary of NuScale LLC, a variable interest entity (“VIE”). As the sole managing member of NuScale LLC, NuScale Corp has both the power to direct the activities, and direct ownership to share in the revenues and expenses of NuScale LLC. As such, all the activity of NuScale LLC has been consolidated in the accompanying condensed consolidated financial statements. All assets and liabilities included in the balance sheet are that of NuScale LLC, other than the NuScale Corp Warrants and certain prepaid assets. All significant intercompany transactions have been eliminated upon consolidation.
Changes in Presentation	Changes in Presentation For the nine months ended September 30, 2023, amounts totaling $1,855 were reclassified out of Other expenses and into R&D expenses to conform to the current year presentation.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash Cash equivalents represent short-term, highly liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase, while cash equivalents with an initial maturity of between three and twelve months at time of purchase are considered short-term investments. The Company’s cash equivalents consist of certificates of deposit, are classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost. Cash in the amount of $5,100 is restricted as collateral for the letter of credit associated with the Release Agreement with CFPP LLC at September 30, 2024 and December 31, 2023, and is identified as Restricted cash in the condensed consolidated balance sheet. The restricted cash balance plus cash and cash equivalents on the condensed consolidated balance sheet equals cash, cash equivalents and restricted cash, as reflected in the condensed consolidated statements of cash flows.
Sales and Marketing Agreements	Sales and Marketing Agreements The Company has entered into sales and marketing agreements pursuant to which it prepaid certain expenses to the counterparty. As of September 30, 2024 and December 31, 2023, the balance of $3,750 and $15,000, respectively, is included in Prepaid expenses on the accompanying condensed consolidated balance sheet and will be amortized monthly on a straight-line basis through December 31, 2024.
Warrant Liability	Warrant Liability The Company accounts for the Warrants in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statements of operations. The fair value of the Public and Private Placement Warrants at December 31, 2023 has been estimated using the Public Warrants’ quoted market price, while all Warrants are Public Warrants as of September 30, 2024.
Revenue Recognition	Revenue Recognition 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.
Sponsored Cost Share	Sponsored Cost Share As our commercialization activities advance, we have continued to enter into cost share agreements with various entities, including both governmental and private, under which the Company is reimbursed for specific R&D activities. As of September 30, 2024, these entities include the United States Department of State and United States Trade and Development Agency (combined as “USG”), RoPower, DOE and CFPP LLC.
Recent Accounting Pronouncements	Recent Accounting Pronouncements 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. 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.
Fair Value Measurement	The Company measures certain financial assets and liabilities at fair value. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company uses a three-level hierarchy, which prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). The levels of hierarchy are described below: Level 1 Quoted prices in active markets for identical instruments; Level 2 Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most stringent level of input that is significant to the fair value measurement. The carrying amount of certain financial instruments, including deposits, accounts payable and accrued expenses, approximates fair value due to their short maturities. Our Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in fair value of the Warrants are recorded in the statement of operations each period. As discussed in Note 4, Warrant Liabilities, because the Private Placement Warrants are no longer held by the Sponsor or a “Permitted Transferee” of the Sponsor, the Private Placement Warrants are Public Warrants under the Warrant Agreement. In light of these circumstances, we have classified both the Private Placement Warrants and the Public Warrants as Level 1 as of September 30, 2024.

Noncontrolling Interests and Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2024

Noncontrolling Interest And Loss Per Share [Abstract]

Schedule of Non-Controlling Interests

following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by NuScale LLC Class B unitholders.


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
Noncontrolling Interests	2024		2023		2024		2023

NuScale Corp Class A common stock
Beginning of period	92,486,358		74,045,206		76,895,166		69,353,019
Exchange of combined interests for Class A common stock	198,335		163,497		210,632		2,534,302
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	97,893,884		76,416,658		97,893,884		76,416,658

NuScale LLC Class B Units (NCI)
Beginning of period	154,464,735		154,720,015		154,477,032		157,090,820
Exchange of combined interests for Class A common stock	(198,335)		(163,497)		(210,632)		(2,534,302)
End of period	154,266,400		154,556,518		154,266,400		154,556,518

Total
Beginning of period	246,951,093		228,765,221		231,372,198		226,443,839
Issuance of Class A common stock	2,964,586		822,332		15,661,580		3,143,714
Exercise of options, warrants and vested RSUs	2,244,605		1,385,623		5,126,506		1,385,623
End of period	252,160,284		230,973,176		252,160,284		230,973,176

Ownership Percentage

NuScale Corp Class A common stock
Beginning of period	37.5	%	32.4	%	33.2	%	30.6	%
End of period	38.8	%	33.1	%	38.8	%	33.1	%

NuScale LLC Class B Units (NCI)
Beginning of period	62.5	%	67.6	%	66.8	%	69.4	%
End of period	61.2	%	66.9	%	61.2	%	66.9	%

Schedule of Earnings Per Share, Basic and Diluted


	As of and for the Three Months Ended September 30,				As of and for the Nine Months Ended September 30,
(in thousands, except share and per share amounts)	2024		2023		2024		2023
Net loss attributable to Class A common stockholders	$	(17,459)	$	(19,122)	$	(61,648)	$	(39,607)
Weighted-average shares for basic and diluted loss per share	95,197,500		74,836,884		88,137,939		72,235,763
Basic and Diluted loss per share of Class A common stock	$	(0.18)	$	(0.26)	$	(0.70)	$	(0.55)
Anti-dilutive securities excluded from shares outstanding:
Shares of Class B common stock	154,266,400		154,556,518		154,266,400		154,556,518
Stock options	7,684,894		9,606,510		7,684,894		9,606,510
Warrants	18,455,747		18,458,701		18,455,747		18,458,701
Time-based RSUs	5,296,625		3,335,535		5,296,625		3,335,535
Total	185,703,666		185,957,264		185,703,666		185,957,264

Fair Value Measurement (Tables)

9 Months Ended

Sep. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Liabilities Measured on Recurring Basis

The following tables represents the Company’s financial liabilities measured at fair value on a recurring basis:



(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	58,681	$	—	$	—	$	58,681
Total Warrant Liabilities as of September 30, 2024	$	58,681	$	—	$	—	$	58,681


(in thousands)	Level 1		Level 2		Level 3		Total
Warrant Liabilities:
Public Warrants	$	2,963	$	—	$	—	$	2,963
Private Placement Warrants	—		2,759		—		2,759
Total Warrant Liabilities as of December 31, 2023	$	2,963	$	2,759	$	—	$	5,722

Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2024

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property, plant and equipment consisted of the following:



(in thousands)	September 30, 2024		December 31, 2023
Furniture and fixtures	$	27	$	27
Office and computer equipment	7,222		7,274
Software	13,898		14,102
Operations equipment	1,165		1,165
Leasehold improvements	2,189		2,293
	24,501		24,861
Less: Accumulated depreciation	(21,745)		(20,745)
Net property, plant and equipment	$	2,756	$	4,116

Nature of Business (Details) $ in Thousands	Jan. 05, 2024 employee	Sep. 30, 2024 USD ($) MW
Product Information [Line Items]
Number of megawatts (mw) \| MW		77
Number of positions eliminated \| employee	154
Transition percentage	28.00%
Restructuring charges \| $		$ 3,236

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Other expenses	$ (12,018)	$ (13,799)	$ (37,157)	$ (41,991)
Research and development expenses	12,160	63,725	37,447	118,227
Restricted cash	5,100		5,100		$ 5,100
Prepaid and other assets noncurrent portion	3,750		3,750		$ 15,000
United State Trade and Development Agency \| Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, cost share	641	10,521	5,833	20,080
Nuscale SMR FOAK Nuclear Demonstration Readiness Project Completion
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, cost share		9,171	336	28,718
CFPP LLC \| Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, government cost share	$ 19	$ 1,082	$ 335	6,186
Revision of Prior Period, Reclassification, Adjustment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Other expenses				1,855
Research and development expenses				$ 1,855

Noncontrolling Interests and Loss Per Share - Schedule of Non-Controlling Interests (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Noncontrolling Interest [Roll Forward]
Beginning of period (shares)	246,951,093	228,765,221	231,372,198	226,443,839
Issuance of Class A common stock (shares)	2,964,586	822,332	15,661,580	3,143,714
Exercise of options and warrants and vested RSUs (shares)	2,244,605	1,385,623	5,126,506	1,385,623
End of period (shares)	252,160,284	230,973,176	252,160,284	230,973,176
Class A
Noncontrolling Interest [Roll Forward]
Beginning of period (shares)	92,486,358	74,045,206	76,895,166	69,353,019
Exchange of combined interests for Class A common stock (shares)	198,335	163,497	210,632	2,534,302
Issuance of Class A common stock (shares)	2,964,586	822,332	15,661,580	3,143,714
Exercise of options and warrants and vested RSUs (shares)	2,244,605	1,385,623	5,126,506	1,385,623
End of period (shares)	97,893,884	76,416,658	97,893,884	76,416,658
Class A \| NuScale Corp
Controlling and Non Controlling Interest [Roll Forward]
Beginning of period	37.50%	32.40%	33.20%	30.60%
End of period	38.80%	33.10%	38.80%	33.10%
Class B
Noncontrolling Interest [Roll Forward]
Beginning of period (shares)	154,464,735	154,720,015	154,477,032	157,090,820
Exchange of combined interests for Class A common stock (shares)	(198,335)	(163,497)	(210,632)	(2,534,302)
End of period (shares)	154,266,400	154,556,518	154,266,400	154,556,518
Class B \| NuScale LLC
Controlling and Non Controlling Interest [Roll Forward]
Beginning of period	62.50%	67.60%	66.80%	69.40%
End of period	61.20%	66.90%	61.20%	66.90%

Noncontrolling Interests and Loss Per Share - Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Noncontrolling Interest And Loss Per Share [Abstract]
Net loss attributable to Class A common stockholders, basic	$ (17,459)	$ (19,122)	$ (61,648)	$ (39,607)
Net loss attributable to Class A common stockholders, diluted	$ (17,459)	$ (19,122)	$ (61,648)	$ (39,607)
Weighted-average shares for basic loss per share (shares)	95,197,500	74,836,884	88,137,939	72,235,763
Weighted-average shares for diluted loss per share (shares)	95,197,500	74,836,884	88,137,939	72,235,763
Basic loss per share of Class A common stock (usd per share)	$ (0.18)	$ (0.26)	$ (0.70)	$ (0.55)
Diluted loss per share of Class A common stock (usd per share)	$ (0.18)	$ (0.26)	$ (0.70)	$ (0.55)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (shares)	185,703,666	185,957,264	185,703,666	185,957,264
Shares of Class B common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (shares)	154,266,400	154,556,518	154,266,400	154,556,518
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (shares)	7,684,894	9,606,510	7,684,894	9,606,510
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (shares)	18,455,747	18,458,701	18,455,747	18,458,701
Time-based RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (shares)	5,296,625	3,335,535	5,296,625	3,335,535

Noncontrolling Interests and Loss Per Share - Narrative (Details) - Class A - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Nov. 08, 2024	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Noncontrolling Interest [Line Items]
Common stock, shares authorized (shares)		332,000,000		332,000,000		332,000,000
ATM Program
Noncontrolling Interest [Line Items]
Sale of stock, number of shares issued in transaction (shares)		2,964,586	1,385,623	15,661,580	1,385,623
Sale of stock, price per share (in dollars per share)		$ 10.79	$ 6.02	$ 6.80	$ 6.02
Proceeds from issuance of common stock gross		$ 32,001	$ 8,337	$ 106,503
Proceeds from the issuance of common stock, net of issuance fees		$ 31,201		$ 103,840	$ 7,867
Common stock, shares authorized (shares)		2,601,042		2,601,042
Sale of stock, consideration received per transaction				$ 33,141
ATM Program \| Subsequent Event
Noncontrolling Interest [Line Items]
Sale of stock, number of shares issued in transaction (shares)	2,601,042
Proceeds from issuance of common stock gross	$ 32,451
Proceeds from the issuance of common stock, net of issuance fees	$ 31,639

Warrant Liabilities (Details) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares	Sep. 30, 2024 USD ($) day $ / shares shares
Derivative [Line Items]
Proceeds from Warrant Exercises \| $	$ 34	$ 34
Warrants and rights outstanding, term	5 years	5 years
Warrant Redemption Scenario One
Derivative [Line Items]
Stock price trigger (usd per share) \| $ / shares	$ 18.00	$ 18.00
Redemption price (usd per share) \| $ / shares	0.01	$ 0.01
Prior written notice period for redemption		30 days
Threshold trading days		20
Threshold consecutive trading day period		30
Redemption period		30
Warrant Redemption Scenario Two
Derivative [Line Items]
Stock price trigger (usd per share) \| $ / shares	10.00	$ 10.00
Redemption price (usd per share) \| $ / shares	$ 0.10	$ 0.10
Prior written notice period for redemption		30 days
Threshold trading days		20
Threshold consecutive trading day period		30
Public Warrants
Derivative [Line Items]
Class of warrant outstanding (shares) \| shares	18,455,723	18,455,723
Number of warrants exchanged (in shares) \| shares	2,954	2,954

Fair Value Measurement (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 58,681	$ 5,722
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	58,681	5,722
Fair Value, Recurring \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	58,681	2,963
Fair Value, Recurring \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities		2,759
Level 1 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	58,681	2,963
Level 1 \| Fair Value, Recurring \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	58,681	2,963
Level 1 \| Fair Value, Recurring \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities		0
Level 2 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	2,759
Level 2 \| Fair Value, Recurring \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 2 \| Fair Value, Recurring \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities		2,759
Level 3 \| Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 3 \| Fair Value, Recurring \| Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 0	0
Level 3 \| Fair Value, Recurring \| Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities		$ 0

Accounts and Other Receivables (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Receivables [Abstract]
Interest receivable	$ 740	$ 318

Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (21,745)	$ (20,745)
Net property, plant and equipment	2,756	4,116
Depreciable Property, Plant And Equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	24,501	24,861
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	27	27
Office and computer equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	7,222	7,274
Software
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	13,898	14,102
Operations equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	1,165	1,165
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	$ 2,189	$ 2,293

Property, Plant and Equipment - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Property, Plant and Equipment [Line Items]
Depreciation	$ 394	$ 641	$ 1,286	$ 1,813
General and Administrative Expense
Property, Plant and Equipment [Line Items]
Depreciation	73	120	247	397
Other Expense
Property, Plant and Equipment [Line Items]
Depreciation	$ 321	$ 521	$ 1,039	$ 1,416

Long-Lead Material Work In Process and Liability (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Nov. 07, 2023	Mar. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Purchase of certain long-lead materials	$ 33,064	$ 32,323
Restricted cash	5,100	5,100
Long-lead material work in process	41,609	36,361
CFPP LLC \| Long Lead Material Contract
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Purchase of certain long-lead materials	$ 33,064	$ 33,064		$ 55,700
Settlement and release agreement, initial payment, agreed amount			$ 49,769
Letters of credit			$ 5
Estimated cost percentage	100.00%	100.00%
Long-lead material work in process	$ 41,609	$ 36,361

Customer Deposit (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Revenue from Contract with Customer [Abstract]
Customer deposit	$ 20,000	$ 0

Noncurrent Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Reclassification [Line Items]
Noncurrent accounts payable and accrued expenses	$ 23,604	$ 0
One LLM manufacturing Vendor
Reclassification [Line Items]
Noncurrent accounts payable and accrued expenses	$ 23,212

Employee Benefits (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Employee Benefits (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan expense	$ 396	$ 578	$ 1,535	$ 2,020
Defined Contribution Plan, Tranche One
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, employer matching contribution, percent of employees' gross pay			3.00%
Defined contribution plan, employer matching contribution, percent of match			100.00%
Defined Contribution Plan, Tranche Two
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, employer matching contribution, percent of employees' gross pay			2.00%
Defined contribution plan, employer matching contribution, percent of match			50.00%

Income Taxes (Details) $ in Thousands	3 Months Ended	9 Months Ended
Income Taxes (Details) $ in Thousands	Sep. 30, 2024 USD ($)	Sep. 30, 2024 USD ($)
Operating Loss Carryforwards [Line Items]
Effective income tax rate, percent	0.00%	0.00%
Romanian Tax Authority
Operating Loss Carryforwards [Line Items]
Foreign income taxes	$ 3,200	$ 3,200

Equity-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Share-Based Payment Arrangement, Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 3,946	$ 4,009	$ 10,442	$ 12,099
Granted (shares)	2,909,375		2,909,375
Shares approved, value	$ 6,401		$ 6,401
Award vesting period (in years)			3 years
Vesting percentage			33.33%
Share-Based Payment Arrangement, Option \| General and Administrative Expense
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	2,017	1,496	$ 5,445	4,857
Share-Based Payment Arrangement, Option \| Other Expense
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 1,929	$ 2,513	$ 4,997	$ 7,242
Time-based RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Granted (shares)	4,598,635		4,598,635
Vested in period, fair value			$ 14,716
Vested (shares)			1,097,292
Vesting percentage			33.33%

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Related Party Transaction [Line Items]
Revenue	$ 475	$ 6,950	$ 2,821	$ 18,250
Related Party
Related Party Transaction [Line Items]
Accounts payable	802		802		$ 4,080
Revenue	47	$ 5,302	570	$ 14,072
Accounts and other receivables, net	$ 0		$ 0		$ 2,642
Related Party \| Fluor
Related Party Transaction [Line Items]
Percentage of revenue earned	10.00%	76.00%	20.00%	77.00%
Services Performed
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction	$ 229	$ 10,763	$ 767	$ 27,968

Commitment and Contingencies (Details)	Sep. 19, 2022 plaintiff
Commitments and Contingencies Disclosure [Abstract]
Number of plaintiffs	13

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