NUSCALE POWER Corp 10-Q for FY2022 Q1

NUSCALE POWER Corp (SMR)

10-Q 2022-04-29 For: 2022-03-31

Added on April 08, 2026

About this 10-Q

NUSCALE POWER Corp filed this 10-Q on April 29, 2022, covering the quarter ended March 31, 2022 (FY2022 Q1).

Headline figures

Quarter ended March 31, 2022, as reported in this filing, compared with the same period a year earlier where the filing states it.

Net loss: $15.96M; compared with net income of $8.73M a year earlier


No.		Description of Exhibit
1.1		Underwriting Agreement, dated as of November 23, 2020, among the Company and Cowen and Company, LLC and Wells Fargo Securities, LLC, as representatives of the several underwriters. (1)
4.1		Warrant Agreement, dated as of November 23, 2020, between Continental Stock Transfer & Trust Company and the Company. (1)
10.1		Private Placement Warrants Purchase Agreement, dated as of November 23, 2020, between the Company and the Sponsor. (1)
10.2		Investment Management Trust Account Agreement, dated as of November 23, 2020, between Continental Stock Transfer & Trust Company and the Company. (1)
10.3		Registration and Shareholder Rights Agreement, dated as of November 23, 2020, between the Company and the Sponsor. (1)
10.4		Letter Agreement, dated as of November 23, 2020, between the Company, the Sponsor and each of the officers and directors of the Company. (1)
10.5		Administrative Services Agreement, dated as of November 23, 2020, between the Company and the Sponsor. (1)
10.6		Form of Subscription Agreement. (2)
31.1*		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*		XBRL Instance Document
101.CAL*		XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH*		XBRL Taxonomy Extension Schema Document
101.DEF*		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*		XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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



2100 McKinney Ave., Suite 1675 Dallas, TX		75201
(Address of principal executive offices)		(Zip Code)

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-half of one redeemable warrant	SVSVU	The Nasdaq Capital Market
Class A ordinary shares included as part of the units	SV	The Nasdaq Capital Market
Warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50	SVSVW	The Nasdaq Capital Market


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


		Page
PART 1 – FINANCIAL INFORMATION

Item 1.	Condensed Consolidated Balance Sheets	1

	Condensed Consolidated Statements of Operations (unaudited)	2

	Condensed Consolidated Statements of Changes in Shareholders’ Deficit (unaudited)	3

	Condensed Consolidated Statements of Cash Flows (unaudited)	4

	Notes to Unaudited Condensed Consolidated Financial Statements	5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	23

Item 4.	Control and Procedures	23

PART II – OTHER INFORMATION

Item 1.	Legal Proceedings	25

Item 1A.	Risk Factors	25

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 3.	Defaults Upon Senior Securities	25

Item 4.	Mine Safety Disclosures	25

Item 5.	Other Information	25

Item 6.	Exhibits	26

SIGNATURES		27


	March 31,		December 31,
	2022		2021
	(unaudited)
Assets
Current assets:
Cash	$	576,574	$	985,114
Prepaid expenses		73,390		101,192
Total current assets		649,964		1,086,306
Investments held in Trust Account		232,344,333		232,320,939
Total Assets	$	232,994,297	$	233,407,245

Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders' Deficit:
Current liabilities:
Accounts payable	$	109,931	$	305,022
Accrued expenses		4,946,034		40,000
Total current liabilities		5,055,965		345,022
Derivative warrant liabilities		39,984,000		29,149,000
Deferred underwriting fee payable		8,050,000		8,050,000
Total liabilities		53,089,965		37,544,022

Commitments and Contingencies (Note 6)

Class A ordinary shares subject to possible redemption, $0.0001 par value; 23,000,000 shares at redemption value of $10.10 per share		232,300,000		232,300,000

Shareholders' Deficit:
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding		—		—
Class A ordinary shares, $0.0001 par value; 300,000,000 shares authorized; no non-redeemable shares issued or outstanding		—		—
Class B ordinary shares, $0.0001 par value; 30,000,000 shares authorized; 5,750,000 shares issued and outstanding		575		575
Additional paid-in capital		—		—
Accumulated deficit		(52,396,243)		(36,437,352)
Total shareholders' deficit		(52,395,668)		(36,436,777)
Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders' Deficit	$	232,994,297	$	233,407,245



	For the Three Months Ended March 31,
	2022		2021

General and administrative expenses	$	5,147,286	$	299,060
Loss from operations		(5,147,286)		(299,060)

Other income (expenses):
Change in fair value of derivative warrant liabilities		(10,835,000)		9,028,000
Income from investments held in Trust Account		23,395		5,729
Net income (loss)	$	(15,958,891)	$	8,734,669

Weighted average shares outstanding of Class A ordinary shares		23,000,000		23,000,000
Basic and diluted net income (loss) per share, Class A ordinary shares	$	(0.56)	$	0.30
Weighted average shares outstanding of Class B ordinary shares		5,750,000		5,750,000
Basic and diluted net income (loss) per share, Class B ordinary shares	$	(0.56)	$	0.30


	Ordinary Shares						Additional				Total
	Class A			Class B			Paid-in		Accumulated		Shareholders'
	Shares	Amount		Shares	Amount		Capital		Deficit		Deficit
Balance - December 31, 2021	—	$	—	5,750,000	$	575	$	—	$	(36,437,352)	$	(36,436,777)
Net loss	—		—	—		—		—		(15,958,891)		(15,958,890)
Balance - March 31, 2022 (Unaudited)	—	$	—	5,750,000	$	575	$	—	$	(52,396,243)	$	(52,395,668)


Gross proceeds from Initial Public Offering	$	230,000,000
Less:
Fair value of Public Warrants at issuance		(12,650,000)
Offering costs allocated to Class A ordinary shares subject to possible redemption		(11,743,101)
Plus:
Accretion on Class A ordinary shares subject to possible redemption amount		26,693,101
Class A ordinary shares subject to possible redemption	$	232,300,000


March 31, 2022			Significant		Significant
	Quoted Prices		Other		Other
	Markets		Observable		Unobservable
	in Active		Inputs		Inputs
Description	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account - Mutual funds	$	232,344,333	$	—	$	—
Liabilities:
Derivative warrant liabilities - Public Warrants	$	22,540,000	$	—	$	—
Derivative warrant liabilities - Private Warrants	$	—	$	17,444,000	$	—


December 31, 2021			Significant		Significant
	Quoted Prices		Other		Other
	in Active		Observable		Unobservable
	Markets		Inputs		Inputs
Description	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account - Mutual funds	$	232,320,939	$	—	$	—
Liabilities:
Derivative warrant liabilities - Public Warrants	$	14,375,000	$	—	$	—
Derivative warrant liabilities - Private Warrants	$	—	$	—	$	14,774,000


For the three months ended March 31, 2022
Derivative warrant liabilities at January 1, 2022	$	14,774,000
Transfer of Private Warrants to Level 2		(14,774,000)
Change in fair value of derivative warrant liabilities		—
Derivative warrant liabilities at March 31, 2022	$	—


For the year ended December 31, 2021
Derivative warrant liabilities at January 1, 2021	$	14,685,000
Change in fair value of derivative warrant liabilities		89,000
Derivative warrant liabilities at December 31, 2021	$	14,774,000


	As of
	December 31, 2021
Exercise price	$	11.50
IPO price	$	10.00
Implied share price range (or underlying asset price)	$	10.03
Volatility		20.60	%
Term (years)		5.50
Risk-free rate		1.30	%
Dividend yield		0.0	%


	SPRING VALLEY ACQUISITION CORP.


Date: April 29, 2022		/s/ Christopher Sorrells
	Name:	Christopher Sorrells
	Title:	Chief Executive Officer
		(Principal Executive Officer)

Date: April 29, 2022		/s/ Jeffrey Schramm
	Name:	Jeffrey Schramm
	Title:	Chief Financial Officer
		(Principal Financial and Accounting Officer)



	For the Three Months Ended March 31,
	2022		2021

Cash Flows from Operating Activities:
Net income (loss)	$	(15,958,891)	$	8,734,669
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Change in fair value of derivative warrant liabilities		10,835,000		(9,028,000)
Income from investments held in Trust Account		(23,395)		(5,729)
Changes in operating assets and liabilities:
Prepaid expenses		27,803		64,998
Related party receivable		—		(25,000)
Accounts payable		(195,091)		—
Accrued expenses		4,906,034		37,148
Net cash used in operating activities		(408,540)		(221,914)

Cash Flows from Financing Activities:
Payment of offering costs		—		(25,000)
Net cash used in financing activities		—		(25,000)

Net change in cash		(408,540)		(246,914)

Cash - beginning of the period		985,114		1,906,348
Cash - ending of the period	$	576,574	$	1,659,434