The Nuclear Regulatory Commission (the “NRC”) has accepted an
application from TRISO-X LLC (“TRISO-X”), a wholly owned subsidiary
of X-Energy Reactor Company, LLC (“X-energy”), for the first-ever
fuel fabrication facility focusing on the use of high-assay
low-enriched uranium (“HALEU”). The NRC’s decision to review
TRISO-X’s application is an important step in bringing North
America’s first commercial-scale advanced nuclear fuel facility,
which will be located in Oak Ridge, Tennessee.
X-energy announced on December 6 plans to list on the New York
Stock Exchange through a merger with Ares Acquisition Corporation
(NYSE: AAC) (“AAC”). Upon the closing of the transaction, which is
expected to be completed in the second quarter of 2023, the
combined company will be named X-Energy, Inc. and its common equity
securities and warrants are expected to be listed on the NYSE.
“The NRC’s acceptance of our application is a major milestone
toward bringing this first-of-a-kind advanced nuclear fuel facility
online,” said X-energy CEO J. Clay Sell. “When complete, X-energy
and TRISO-X seek to lead the commercial development of this safe,
innovative fuel technology and it will be among the first advanced
nuclear fuels demonstrated in a grid-scale next-generation
reactor.”
The TRISO-X Fuel Fabrication Facility (“TF3”) is expected to be
a significant participant in future advanced reactor deployment in
the 2020s, creating more than 400 jobs in eastern Tennessee. In a
letter to TRISO-X, the NRC said that the agency had "determined
that the application provides sufficient information to proceed
with a detailed technical review" and further "established a
30-month review schedule to be completed by June 2025."
Tri-structural isotropic (“TRISO”) particle fuel is considered
“the most robust nuclear fuel on the planet,” according to the U.S.
Department of Energy (“DOE”), because it can withstand very high
temperatures without melting, which is key to its safety. X-energy
manufactures its own proprietary version of TRISO—TRISO-X—to ensure
supply, improve quality, and reduce costs.
“The TRISO-X team has worked for three years to develop a
robust, science-based, and safety-based facility application that
meets NRC’s high standards for review. We’re pleased that the NRC
is advancing our application to the next phase,” said Dr. Pete
Pappano, President of TRISO-X. “We look forward to thoroughly
engaging the NRC throughout the review process so that we can meet
the 30-month timeline they’ve identified.”
In 2020, the DOE selected X-energy for their Advanced Reactor
Demonstration Program (“ARDP”) to receive up to $1.2 billion of
federal cost-shared funding to develop, license, build, and
demonstrate operational advanced reactors by the end of the decade.
The TRISO-X nuclear fuel produced in the Oak Ridge TF3 will be used
in X-energy’s Xe-100 high-temperature gas reactors, which are
expected to be operational by 2028.
Since 2016, TRISO-X has operated a pilot-scale nuclear fuel
fabrication facility at the Oak Ridge National Laboratory to
further develop its TRISO-X fuel and support the Xe-100 reactor
design. X-energy continues to advance the proud nuclear tradition
in Oak Ridge with the construction of its new TF3 facility and
seeks to continue investing in the community by helping to create
sustainable economic opportunities throughout the region.
About X-Energy Reactor Company, LLC
TRISO-X is a wholly owned subsidiary of X-Energy Reactor
Company, LLC, a leading developer of small modular nuclear reactor
and fuel technology for clean energy generation that is redefining
the nuclear energy industry through its development of safer and
more efficient advanced small modular nuclear reactors and
proprietary fuel to deliver reliable, zero-carbon and affordable
energy to people around the world. X-energy’s simplified, modular
and intrinsically safe SMR design expands applications and markets
for deployment of nuclear technology and drives enhanced safety,
lower cost and faster construction timelines when compared with
other SMRs and conventional nuclear. For more information, visit
X-energy.com or connect with us on Twitter or LinkedIn.
About Ares Acquisition Corporation
AAC is a special purpose acquisition company (SPAC) affiliated
with Ares Management Corporation, formed for the purpose of
effecting a merger, share exchange, asset acquisition, share
purchase, reorganization or similar business combination. AAC is
seeking to pursue an initial business combination target in any
industry or sector in North America, Europe or Asia. For more
information about AAC, please visit
www.aresacquisitioncorporation.com.
Additional Information and Where to Find It
In connection with the business combination (the “Business Combination”) with X-energy, AAC will
file a registration statement on Form S-4 (the “Registration Statement”) with the Securities and
Exchange Commission (the “SEC”), which
will include a preliminary proxy statement/prospectus to be
distributed to holders of AAC’s ordinary shares in connection with
AAC’s solicitation of proxies for the vote by AAC’s shareholders
with respect to the Business Combination and other matters as
described in the Registration Statement, as well as a prospectus
relating to the offer of securities to be issued to X-energy equity
holders in connection with the Business Combination. After the
Registration Statement has been filed and declared effective, AAC
will mail a copy of the definitive proxy statement/prospectus, when
available, to its shareholders. The Registration Statement will
include information regarding the persons who may, under the SEC
rules, be deemed participants in the solicitation of proxies to
AAC’s shareholders in connection with the Business Combination. AAC
will also file other documents regarding the Business Combination
with the SEC. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND
SECURITY HOLDERS OF AAC AND X-ENERGY ARE URGED TO READ THE
REGISTRATION STATEMENT, THE PROXY STATEMENT/PROSPECTUS CONTAINED
THEREIN, AND ALL OTHER RELEVANT DOCUMENTS FILED OR THAT WILL BE
FILED WITH THE SEC IN CONNECTION WITH THE BUSINESS COMBINATION AS
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE BUSINESS COMBINATION.
Investors and security holders will be able to obtain free
copies of the Registration Statement, the proxy
statement/prospectus and all other relevant documents filed or that
will be filed with the SEC by AAC through the website maintained by
the SEC at www.sec.gov. In addition, the documents filed by AAC may
be obtained free of charge from AAC’s website at
www.aresacquisitioncorporation.com or by written request to AAC at
Ares Acquisition Corporation, 245 Park Avenue, 44th Floor, New
York, NY 10167.
Forward Looking Statements
This press release contains certain forward-looking statements
within the meaning of the federal securities laws with respect to
the Business Combination, including statements regarding the
benefits of the Business Combination, the anticipated timing of the
Business Combination, the markets in which X-energy operates and
X-energy’s projected future results. X-energy’s actual results may
differ from its expectations, estimates and projections (which, in
part, are based on certain assumptions) and consequently, you
should not rely on these forward-looking statements as predictions
of future events. Words such as “expect,” “estimate,” “project,”
“budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,”
“will,” “could,” “should,” “believes,” “predicts,” “potential,”
“continue,” and similar expressions are intended to identify such
forward-looking statements. Although these forward-looking
statements are based on assumptions that X-energy and AAC believe
are reasonable, these assumptions may be incorrect. These
forward-looking statements also involve significant risks and
uncertainties that could cause the actual results to differ
materially from the expected results. Factors that may cause such
differences include, but are not limited to: (1) the outcome of any
legal proceedings that may be instituted in connection with any
proposed business combination; (2) the inability to complete any
proposed business combination or related transactions; (3)
inability to raise sufficient capital to fund our business plan,
including limitations on the amount of capital raised in any
proposed business combination as a result of redemptions or
otherwise; (4) delays in obtaining, adverse conditions contained
in, or the inability to obtain necessary regulatory approvals or
complete regulatory reviews required to complete any business
combination; (5) the risk that any proposed business combination
disrupts current plans and operations; (6) the inability to
recognize the anticipated benefits of any proposed business
combination, which may be affected by, among other things,
competition, the ability of the combined company to grow and manage
growth profitably, maintain relationships with customers and
suppliers and retain key employees; (7) costs related to the
proposed business combination; (8) changes in the applicable laws
or regulations; (9) the possibility that X-energy may be adversely
affected by other economic, business, and/or competitive factors;
(10) the ongoing impact of the global COVID-19 pandemic; (11)
economic uncertainty caused by the impacts of the conflict in
Russia and Ukraine and rising levels of inflation and interest
rates; (12) the ability of X-energy to obtain regulatory approvals
necessary for it to deploy its small modular reactors in the United
States and abroad; (13) whether government funding and/or demand
for high assay low enriched uranium for government or commercial
uses will materialize or continue; (14) the impact and potential
extended duration of the current supply/demand imbalance in the
market for low enriched uranium; (15) X-energy’s business with
various governmental entities is subject to the policies,
priorities, regulations, mandates and funding levels of such
governmental entities and may be negatively or positively impacted
by any change thereto; (16) X-energy’s limited operating history
makes it difficult to evaluate its future prospects and the risks
and challenges it may encounter; and (17) other risks and
uncertainties separately provided to you and indicated from time to
time described in filings and potential filings by X-energy, AAC or
X-energy, Inc. with the SEC.
The foregoing list of factors is not exhaustive. These
forward-looking statements are provided for illustrative purposes
only and are not intended to serve as, and must not be relied on by
investors as, a guarantee, an assurance, a prediction or a
definitive statement of fact or probability. You should carefully
consider the foregoing factors and the other risks and
uncertainties described in the “Risk Factors” section of AAC’s
Annual Report on Form 10-K, its subsequent Quarterly Reports on
Form 10-Q, the proxy statement/prospectus related to the
transaction, when it becomes available, and other documents filed
(or to be filed) by AAC from time to time with the SEC. These
filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
These risks and uncertainties may be amplified by the conflict
between Russia and Ukraine, rising levels of inflation and interest
rates and the ongoing COVID-19 pandemic, which have caused
significant economic uncertainty. Forward-looking statements speak
only as of the date they are made. Investors are cautioned not to
put undue reliance on forward-looking statements, and X-energy and
AAC assume no obligation and do not intend to update or revise
these forward-looking statements, whether as a result of new
information, future events, or otherwise, except as required by
securities and other applicable laws.
No Offer or Solicitation
This press release is for informational purposes only and is
neither an offer to purchase, nor a solicitation of an offer to
sell, subscribe for or buy, any securities or the solicitation of
any vote in any jurisdiction pursuant to the Business Combination
or otherwise, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable law.
No offer of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities
Act.
Participants in the Solicitation
AAC and certain of its directors and executive officers may be
deemed to be participants in the solicitation of proxies from AAC’s
shareholders, in favor of the approval of the proposed transaction.
For information regarding AAC’s directors and executive officers,
please see AAC’s Annual Report on Form 10-K, its subsequent
Quarterly Reports on Form 10-Q, and the other documents filed (or
to be filed) by AAC from time to time with the SEC. Additional
information regarding the interests of those participants and other
persons who may be deemed participants in the Business Combination
may be obtained by reading the registration statement and the proxy
statement/prospectus and other relevant documents filed with the
SEC when they become available. Free copies of these documents may
be obtained as described in the preceding paragraph.
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version on businesswire.com: https://www.businesswire.com/news/home/20221215005370/en/
Investors: investors@x-energy.com Media: media@x-energy.com
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