- Seadrift website’s energy and steam wants match capabilities of X-energy’s Xe-100 small modular reactor
- Dow and X-energy to arrange and submit Development Allow purposes to the U.S. Nuclear Regulatory Fee
- Mission anticipated to be full by the top of the last decade
MIDLAND, Mich.and ROCKVILLE, Md., Might 11, 2023 —Dow (NYSE: DOW), the world’s main supplies science firm, and X-Power Reactor Firm, LLC (“X-energy”), a number one developer of superior nuclear reactors and gasoline expertise for clear vitality era, introduced right this moment that Dow has chosen its UCC1 Seadrift Operations manufacturing website (“Seadrift or the “website”) in Texas for its proposed superior small modular reactor (“SMR”) nuclear venture. The venture is targeted on offering the Seadrift website with secure, dependable, zero carbon emissions energy and steam as present vitality and steam property close to their end-of-life.
Dow and X-energy beforehand introduced their entry right into a joint improvement settlement (“JDA”) to put in a complicated SMR nuclear plant at an industrial website in North America. The U.S. Division of Power (“DOE”) named Dow a sub-awardee beneath X-energy’s Superior Reactor Demonstration Program (“ARDP”) Cooperative Settlement. The JDA gives for as much as $50 million in engineering work, as much as half of which is eligible to be funded via ARDP, and the opposite half by Dow.
The venture is anticipated to cut back the Seadrift website’s emissions by roughly 440,000 MT CO2e/yr. Dow and X-energy will now put together and submit a Development Allow utility to the U.S. Nuclear Regulatory Fee (“NRC”), an essential milestone to bringing the venture to fruition. Development on the four-reactor venture is anticipated to start in 2026 and to be accomplished by the top of this decade.
Dow’sSeadrift website covers 4,700 acres and manufactures greater than 4 billion kilos of supplies per yr used throughout all kinds of purposes together with meals packaging and preservation, footwear, wire and cable insulation, photo voltaic cell membranes, and packaging for medical and pharmaceutical merchandise.
X-energy was chosen by the DOE in 2020 to develop, license, construct, and display an operational superior reactor and gasoline fabrication facility by the top of the last decade. Since that award, X-energy has accomplished the engineering and fundamental design of the nuclear reactor, has begun improvement and licensing of a gasoline fabrication facility in Oak Ridge, Tennessee, and is now working with Dow to arrange purposes to the NRC for Development Permits on the Seadrift website.
Jim Fitterling, Dow chairman and CEO
- “Superior nuclear has engaging benefits over different sources of fresh energy, together with a compact footprint, aggressive price, and enhanced energy and steam reliability. The Seadrift website performs an essential position in additional advancing Dow’s sustainability objectives, as evidenced by our rising development and funding on the website. We’re excited to have the assist of our local people, the DOE, and State of Texas as we progress on this essential venture.”
- “Our superior nuclear venture is one other instance of Dow main the way in which and exhibiting business the trail towards a decrease carbon future. Alongside Dow’s key decarbonize and develop tasks in Alberta and Terneuzen, in addition to our circularity tasks across the globe, we’re positioned to drive development by delivering sustainable merchandise.”
Clay Promote, X-energy CEO
- “X-energy will ship our revolutionary expertise to the Texas Gulf Coast to effectively and reliably decarbonize the Seadrift Website’s warmth and energy property. We are going to showcase the distinctive versatility and big selection of purposes of the Xe-100 superior small modular nuclear reactor for vitality manufacturing and manufacturing. This venture will function a mannequin for a way we will decarbonize processes to create the merchandise relied upon by folks everywhere in the world.”
Governor Greg Abbott, The State of Texas
- “Texas is the vitality capital of the world, and Dow and X-energy’s determination to decide on Texas as the placement for his or her new SMR nuclear plant is a testomony to our state’s distinctive enterprise local weather and historical past of innovation on this important business,” mentioned Governor Greg Abbott. “This SMR venture additional cements Texas’ place as a world vitality chief and can deliver good-paying jobs and extra financial alternative to hardworking Texans within the Coastal Bend. I sit up for working with Dow and X-energy as we proceed to unleash the total potential of our state’s mighty vitality business.”
Decide Richard Meyer, Calhoun County Decide
- “We’re excited that Dow has chosen its Seadrift website for this revolutionary expertise and funding. Calhoun County welcomes this financial improvement and we admire Dow and X-energy’s willingness to interact the group relating to the advantages and security of the venture.”
Dow (NYSE: DOW) combines international breadth; asset integration and scale; centered innovation and supplies science experience; main enterprise positions; and environmental, social and governance management to attain worthwhile development and assist ship a sustainable future. The Firm’s ambition is to change into probably the most revolutionary, buyer centric, inclusive and sustainable supplies science firm on this planet. Dow’s portfolio of plastics, industrial intermediates, coatings and silicones companies delivers a broad vary of differentiated, science-based merchandise and options for its clients in high-growth market segments, reminiscent of packaging, infrastructure, mobility and shopper purposes. Dow operates manufacturing websites in 31 nations and employs roughly 37,800 folks. Dow delivered gross sales of roughly $57 billion in 2022. References to Dow or the Firm imply Dow Inc. and its subsidiaries. For extra info, please go to www.dow.com or observe @DowNewsroom on Twitter.
Cautionary Assertion about Ahead-Trying Statements
Sure statements on this press launch are “forward-looking statements” throughout the which means of the federal securities legal guidelines, together with Part 27A of the Securities Act of 1933, as amended, and Part 21E of the Securities Change Act of 1934, as amended. Such statements usually deal with anticipated future enterprise and monetary efficiency, monetary situation, and different issues, and infrequently comprise phrases or phrases reminiscent of “anticipate,” “consider,” “estimate,” “count on,” “intend,” “might,” “alternative,” “outlook,” “plan,” “venture,” “search,” “ought to,” “technique,” “goal,” “will,” “shall be,” “will proceed,” “will probably consequence,” “would” and comparable expressions, and variations or negatives of those phrases or phrases.
Ahead-looking statements are primarily based on present assumptions and expectations of future occasions which are topic to dangers, uncertainties and different components which are past Dow’s management, which can trigger precise outcomes to vary materially from these projected, anticipated or implied within the forward-looking statements and converse solely as of the date the statements have been made. These components embrace, however aren’t restricted to: gross sales of Dow’s merchandise; Dow’s bills, future revenues and profitability; the persevering with international and regional financial impacts of the coronavirus illness 2019 (“COVID-19”) pandemic and different public health-related dangers and occasions on Dow’s enterprise; any sanctions, export restrictions, provide chain disruptions or elevated financial uncertainty associated to the continued battle between Russia and Ukraine; capital necessities and wish for and availability of financing; sudden boundaries within the improvement of expertise, together with with respect to Dow’s contemplated capital and working tasks; Dow’s skill to understand its dedication to carbon neutrality on the contemplated timeframe; measurement of the markets for Dow’s services and products and skill to compete in such markets; failure to develop and market new merchandise and optimally handle product life cycles; the speed and diploma of market acceptance of Dow’s merchandise; important litigation and environmental issues and associated contingencies and sudden bills; the success of competing applied sciences which are or might change into out there; the flexibility to guard Dow’s mental property in america and overseas; developments associated to contemplated restructuring actions and proposed divestitures or acquisitions reminiscent of workforce discount, manufacturing facility and/or asset closure and associated exit and disposal actions, and the advantages and prices related to every of the foregoing; fluctuations in vitality and uncooked materials costs; administration of course of security and product stewardship; adjustments in relationships with Dow’s important clients and suppliers; adjustments in shopper preferences and demand; adjustments in legal guidelines and laws, political circumstances or business improvement; international financial and capital markets circumstances, reminiscent of inflation, market uncertainty, curiosity and forex trade charges, and fairness and commodity costs; enterprise or provide disruptions; safety threats, reminiscent of acts of sabotage, terrorism or conflict, together with the continued battle between Russia and Ukraine; climate occasions and pure disasters; and disruptions in Dow’s info expertise networks and techniques; and dangers associated to Dow’s separation from DowDuPont Inc. reminiscent of Dow’s obligation to indemnify DuPont de Nemours, Inc. and/or Corteva, Inc. for sure liabilities.
The place, in any forward-looking assertion, an expectation or perception as to future outcomes or occasions is expressed, such expectation or perception relies on the present plans and expectations of administration and expressed in good religion and believed to have an affordable foundation, however there may be no assurance that the expectation or perception will consequence or be achieved or completed. An in depth dialogue of principal dangers and uncertainties which can trigger precise outcomes and occasions to vary materially from such forward-looking statements is included within the part titled “Threat Elements” contained within the Firm’s Annual Report on Kind 10-Okay for the yr ended December 31, 2022 and the Firm’s subsequent Quarterly Stories on Kind 10-Q. These aren’t the one dangers and uncertainties that Dow faces. There could also be different dangers and uncertainties that Dow is unable to determine right now or that Dow doesn’t at present count on to have a fabric influence on its enterprise. If any of these dangers or uncertainties develops into an precise occasion, it may have a fabric hostile impact on Dow’s enterprise. Dow Inc. and TDCC assume no obligation to replace or revise publicly any forward-looking statements whether or not due to new info, future occasions, or in any other case, besides as required by securities and different relevant legal guidelines.
About X-Power Reactor Firm, LLC
X-Power Reactor Firm, LLC, is a number one developer of superior small modular nuclear reactors and gasoline expertise for clear vitality era that’s redefining the nuclear vitality business via its improvement of safer and extra environment friendly reactors and proprietary gasoline to ship dependable, zero-carbon and reasonably priced vitality to folks around the globe. X-energy’s simplified, modular, and intrinsically secure SMR design expands purposes and markets for deployment of nuclear expertise and drives enhanced security, decrease price and sooner development timelines compared with different SMRs and standard nuclear. For extra info, go to X-energy.com or join with us on Twitter or LinkedIn.
As beforehand announcedon December 6, 2022, X-energy entered right into a definitive enterprise mixture settlement with Ares Acquisition Company (NYSE: AAC) (“AAC”), a publicly-traded particular goal acquisition firm. Upon the closing of the transaction, which is anticipated to be accomplished in the summertime of 2023, the mixed firm shall be named X-Power, Inc. and its widespread fairness securities and warrants are anticipated to be listed on the New York Inventory Change.
Completion of the transaction is topic to approval by AAC’s shareholders, the Registration Assertion being declared efficient by the SEC, and different customary closing circumstances.
About Ares Acquisition Company
AAC is a particular goal acquisition firm (SPAC) affiliated with Ares Administration Company, fashioned for the aim of effecting a merger, share trade, asset acquisition, share buy, reorganization or comparable enterprise mixture. AAC is searching for to pursue an preliminary enterprise mixture goal in any business or sector in North America, Europe or Asia. For extra details about AAC, please visitwww.aresacquisitioncorporation.com.
Further Info and The place to Discover It
In reference to the enterprise mixture (the “Enterprise Mixture“) with X-energy, AAC filed a registration assertion on Kind S-4 on January 25, 2023, as amended by Modification No. 1 thereto, filed on March 24, 2023 (the “Registration Assertion”) with the Securities and Change Fee (the “SEC“), which features a preliminary proxy assertion/prospectus to be distributed to holders of AAC’s odd shares in reference to AAC’s solicitation of proxies for the vote by AAC’s shareholders with respect to the Enterprise Mixture and different issues as described within the Registration Assertion, in addition to a prospectus referring to the provide of securities to be issued to X-energy fairness holders in reference to the Enterprise Mixture. After the Registration Assertion has been declared efficient, AAC will mail a duplicate of the definitive proxy assertion/prospectus, when out there, to its shareholders. The Registration Assertion contains info relating to the individuals who might, beneath the SEC guidelines, be deemed contributors within the solicitation of proxies to AAC’s shareholders in reference to the Enterprise Mixture. AAC may also file different paperwork relating to the Enterprise Mixture 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.
Buyers and safety holders will be capable of acquire free copies of the Registration Assertion, the proxy assertion/prospectus and all different related paperwork filed or that shall be filed with the SEC by AAC via the web site maintained by the SEC at www.sec.gov. As well as, the paperwork filed by AAC could also be obtained freed from cost from AAC’s web site at www.aresacquisitioncorporation.com or by written request to AAC at Ares Acquisition Company, 245 Park Avenue, forty fourth Flooring, New York, NY 10167.
Ahead Trying Statements
This press launch incorporates sure forward-looking statements throughout the which means of the federal securities legal guidelines with respect to the Enterprise Mixture, together with statements relating to the advantages of the Enterprise Mixture, the anticipated timing of the Enterprise Mixture, the markets wherein X-energy operates and X-energy’s projected future outcomes. X-energy’s precise outcomes might differ from its expectations, estimates and projections (which, partially, are primarily based on sure assumptions) and consequently, you shouldn’t depend on these forward-looking statements as predictions of future occasions. Phrases reminiscent of “count on,” “estimate,” “venture,” “funds,” “forecast,” “anticipate,” “intend,” “plan,” “might,” “will,” “may,” “ought to,” “believes,” “predicts,” “potential,” “proceed,” and comparable expressions are supposed to determine such forward-looking statements. Though these forward-looking statements are primarily based on assumptions that X-energy and AAC consider are affordable, these assumptions could also be incorrect. These forward-looking statements additionally contain important dangers and uncertainties that would trigger the precise outcomes to vary materially from the anticipated outcomes. Elements which will trigger such variations embrace, however aren’t restricted to: (1) the result of any authorized proceedings which may be instituted in reference to any proposed enterprise mixture; (2) the lack to finish any proposed enterprise mixture or associated transactions; (3) incapability to boost enough capital to fund our marketing strategy, together with limitations on the quantity of capital raised in any proposed enterprise mixture because of redemptions or in any other case; (4) delays in acquiring, hostile circumstances contained in, or the lack to acquire needed regulatory approvals or full regulatory evaluations required to finish any enterprise mixture; (5) the chance that any proposed enterprise mixture disrupts present plans and operations; (6) the lack to acknowledge the anticipated advantages of any proposed enterprise mixture, which can be affected by, amongst different issues, competitors, the flexibility of the mixed firm to develop and handle development profitably, keep relationships with clients and suppliers and retain key workers; (7) prices associated to the proposed enterprise mixture; (8) adjustments within the relevant legal guidelines or laws; (9) the likelihood that X-energy could also be adversely affected by different financial, enterprise, and/or aggressive components; (10) the continued influence of the worldwide COVID-19 pandemic; (11) financial uncertainty brought on by the impacts of the battle in Russia and Ukraine and rising ranges of inflation and rates of interest; (12) the flexibility of X-energy to acquire regulatory approvals needed for it to deploy its small modular reactors in america and overseas; (13) whether or not authorities funding and/or demand for prime assay low enriched uranium for presidency or industrial makes use of will materialize or proceed; (14) the influence and potential prolonged period of the present provide/demand imbalance available in the market for low enriched uranium; (15) X-energy’s enterprise with varied governmental entities is topic to the insurance policies, priorities, laws, mandates and funding ranges of such governmental entities and could also be negatively or positively impacted by any change thereto; (16) X-energy’s restricted working historical past makes it troublesome to guage its future prospects and the dangers and challenges it might encounter; and (17) different dangers and uncertainties individually supplied to you and indicated occasionally described in filings and potential filings by X-energy, AAC or X-energy, Inc. with the SEC.
The foregoing checklist of things isn’t exhaustive. These forward-looking statements are supplied for illustrative functions solely and aren’t supposed to function, and should not be relied on by traders as, a assure, an assurance, a prediction or a definitive assertion of truth or chance. It is best to rigorously contemplate the foregoing components and the opposite dangers and uncertainties described within the “Threat Elements” part of AAC’s Annual Report on Kind 10-Okay, its subsequent Quarterly Stories on Kind 10-Q, the proxy assertion/prospectus associated to the transaction, when it turns into out there, and different paperwork filed (or to be filed) by AAC occasionally with the SEC. These filings determine and deal with different essential dangers and uncertainties that would trigger precise occasions and outcomes to vary materially from these contained within the forward-looking statements. These dangers and uncertainties could also be amplified by the battle between Russia and Ukraine, rising ranges of inflation and rates of interest and the continued COVID-19 pandemic, which have induced important financial uncertainty. Ahead-looking statements converse solely as of the date they’re made. Buyers are cautioned to not put undue reliance on forward-looking statements, and X-energy and AAC assume no obligation and don’t intend to replace or revise these forward-looking statements, whether or not because of new info, future occasions, or in any other case, besides as required by securities and different relevant legal guidelines.
No Provide or Solicitation
This press launch is for informational functions solely and is neither a suggestion to buy, nor a solicitation of a suggestion to promote, subscribe for or purchase, any securities or the solicitation of any vote in any jurisdiction pursuant to the Enterprise Mixture or in any other case, nor shall there be any sale, issuance or switch of securities in any jurisdiction in contravention of relevant regulation. No provide of securities shall be made besides via a prospectus assembly the necessities of Part 10 of the Securities Act.
Contributors within the Solicitation
AAC and sure of its administrators and government officers could also be deemed to be contributors within the solicitation of proxies from AAC’s shareholders, in favor of the approval of the proposed transaction. For info relating to AAC’s administrators and government officers, please see AAC’s Annual Report on Kind 10-Okay, its subsequent Quarterly Stories on Kind 10-Q, and the opposite paperwork filed (or to be filed) by AAC occasionally with the SEC. Further info relating to the pursuits of these contributors and different individuals who could also be deemed contributors within the Enterprise Mixture could also be obtained by studying the Registration Assertion and the proxy assertion/prospectus and different related paperwork filed with the SEC once they change into out there. Free copies of those paperwork could also be obtained as described within the previous paragraph.
Ares Acquisition Company
Carl Drake and Greg Mason
1 Union Carbide Company is a wholly-owned subsidiary ofThe Dow Chemical Firm
SOURCE The Dow Chemical Firm