Amazon Invests in X-energy to Support Advanced Small Modular Nuclear Reactors and Expand Carbon-Free Power

• Amazon’s Climate Pledge Fund, Citadel Founder and CEO Ken Griffin, affiliates of Ares Management Corporation, NGP, and the University of Michigan, invest approximately $500 million in Series C-1 financing round for X-energy.

• Amazon, X-energy aim to bring more than 5 gigawatts online in the United States by 2039, the largest commercial deployment target of SMRs to date.

• Amazon commits to support initial 320-megawatt project with Energy Northwest in central Washington.

• Investment solidifies X-energy’s leading role in commercializing SMR technology to revolutionize the nuclear industry.

ROCKVILLE, Md., October 16, 2024 – X-Energy Reactor Company, LLC (“X-energy”), a leader in advanced nuclear reactor and fuel technology, today announced a Series C-1 financing round of approximately $500 million, anchored by Amazon.com, Inc. (“Amazon”).  The investment will help meet growing energy demands by funding the completion of X-energy's reactor design and licensing as well as the first phase of its TRISO-X fuel fabrication facility in Oak Ridge, Tennessee. Additionally, the funding will support future carbon-free projects that will use X-energy’s Xe-100 advanced small modular nuclear reactors (“SMRs”). Citadel Founder and CEO Ken Griffin, affiliates of Ares Management Corporation (“Ares”), NGP, and the University of Michigan join Amazon’s Climate Pledge Fund in the financing round.

Amazon and X-energy are also collaborating to bring more than 5 gigawatts of new power projects online across the United States by 2039, representing the largest commercial deployment target of SMRs to date. The efforts will help meet growing energy demands in key locations through direct project investments and long-term power purchase agreements to help power Amazon operations. Further, X-energy and Amazon plan to establish and standardize a deployment and financing model to develop projects in partnership with infrastructure and utility partners.

The companies will initially support a four-unit 320-megawatt (“MW”) project with regional utility Energy Northwest in central Washington with the option to increase that project to 12 units and 960 MW. Amazon is immediately committing a direct investment in the Energy Northwest project to fund early development work that X-energy will perform.

“This collaboration between Amazon and X-energy is a significant step toward accelerating advanced nuclear technologies that can help us bring new sources of carbon-free energy to the grid cost-effectively and safely,” said Kevin Miller, Amazon’s Vice President of Global Data Centers. “We need smart solutions that can help us meet growing energy demands while also addressing climate change. X-energy’s technology will be integral in helping achieve this, and is an important step in Amazon’s work to achieve our Climate Pledge commitment to be net-zero by 2040.”

“Nuclear is an important source of clean and reliable power that our nation needs to meet the growing demand for energy,” said Ken Griffin, Founder and CEO of Citadel, whose affiliate is one of the lead investors in this round. “X-energy provides an impactful solution to a critical challenge – and the support Amazon, Dow, and other major corporations have provided underscores its potential and merit.”

“Amazon and X-energy are poised to define the future of advanced nuclear energy in the commercial marketplace,” said X-energy CEO J. Clay Sell. “To fully realize the opportunities available through artificial intelligence, we must bring clean, safe, and reliable electrons onto the grid with proven technologies that can scale and grow with demand. We deeply appreciate our earliest funders and collaborators, notably the U.S. Department of Energy and Dow Inc. With Amazon, Ken Griffin, and our other strategic investors, we are now uniquely suited to deliver on this transformative vision for the future of energy and tech.”

X-energy’s pioneering Xe-100 advanced small modular reactor and TRISO-X fuel are among the safest and most reliable clean energy technologies. Each reactor unit is engineered to provide 80 MW of electricity and is optimized in multi-unit plants ranging from 320 MW to 960 MW. The innovative and simplified modular design is road-shippable and intended to drive geographic scalability, accelerate construction timelines, and create more predictable and manageable construction costs. X-energy’s advanced reactor technology offers remarkable efficiency and resiliency to meet the requirements of energy-intensive data centers, allowing Amazon to align its growth and carbon-free energy goals. 

X-energy is developing its initial Xe-100 plant at Dow Inc.’s UCC Seadrift Operations manufacturing site on the Texas Gulf Coast. Supported by the U.S. Department of Energy’s (“DOE”) Advanced Reactor Demonstration Program (“ARDP”), the project will be the first grid-scale advanced nuclear reactor deployed to serve an industrial site in North America, providing the site with zero-carbon emissions power and high-temperature steam. ARDP also supports X-energy’s first-in-the-nation commercial facility to exclusively manufacture TRISO fuel, which DOE calls “the most robust nuclear fuel on Earth.”

Additional Commentary
Kam Ghaffarian, Ph.D., Founder and Executive Chairman, X-energy

• "The investments from Amazon, our Series C-1 funders, and valued partners like Dow and the U.S. Department of Energy underscore X-energy’s leadership in commercializing SMR technology and delivering the clean, safe, affordable, and reliable power our world needs now. Reaching this milestone is a testament to the dedication of the X-energy team and the essential energy solutions we’ve built. We remain focused on bringing our advanced reactor technology to market, enabling a future powered by sustainable, zero-carbon energy." 

Allyson Satin, Partner, Ares

• “Ares is proud to further strengthen its support for X-energy and the advancement of nuclear technologies as it enters this partnership and significantly accelerates its mission to support the transition to a lower-carbon economy. Through our work together over the last two years, we are confident in X-energy’s ability to capitalize on the rapidly increasing demand for scalable clean energy sources and drive long-term, sustainable value for its stakeholders.”

Maritza Liaw, Partner, NGP

• “NGP recognizes the unique contribution of nuclear energy to reliable, carbon-free, baseload electricity and industrial heat. X-energy has a world-class team, well-tested reactor and fuel design, and committed collaborators in Dow and Amazon who are both leaders in their industries. We are proud to partner with X-energy to bring advanced nuclear energy to market.”

Erik Lundberg, Chief Investment Officer, University of Michigan

• “The University of Michigan has been at the forefront of the energy transition, strategically investing in a diverse portfolio of sustainable and renewable energy and other climate solutions, including utility-scale solar, renewable fuels, and sustainable infrastructure. The U-M Investment Office is proud to partner with X-energy as part of its broader commitment to transitioning to a more sustainable economy. As part of its comprehensive approach to achieving a low-carbon future, the U-M Investment Office recognizes advanced nuclear technologies as a key component to its climate solutions investment strategy, reinforcing its commitment to long-term decarbonization goals.”

Advisors
Latham & Watkins LLP is acting as legal advisor to X-energy, and Moelis & Company is acting as exclusive financial advisor and placement agent. 

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Contact

X-energy
Robert McEntyre
240.673.6565
inquiries@x-energy.com

Amazon
Erika Reynoso 
ermreyno@amazon.com

About X-energy 

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors 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 Amazon

Amazon is guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. Amazon strives to be Earth’s Most Customer-Centric Company, Earth’s Best Employer, and Earth’s Safest Place to Work. Customer reviews, 1-Click shopping, personalized recommendations, Prime, Fulfillment by Amazon, AWS, Kindle Direct Publishing, Kindle, Career Choice, Fire tablets, Fire TV, Amazon Echo, Alexa, Just Walk Out technology, Amazon Studios, and The Climate Pledge are some of the things pioneered by Amazon. For more information, visit amazon.com/about and follow @AmazonNews.

X-energy Appoints Joel Duling as President of its TRISO-X Advanced Nuclear Fuel Unit

OAK RIDGE, Tn., September 30, 2024 – X-energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, today announced the appointment of Joel Duling as President of the Company’s TRISO-X advanced nuclear fuel fabrication and development subsidiary. With more than 35 years of leadership experience in nuclear operations, manufacturing, and complex program management, Duling brings a wealth of expertise to this critical role.

As President of TRISO-X, Duling will lead X-energy’s efforts to commercialize its proprietary TRISO fuel, considered “the most robust nuclear fuel on the planet” by the U.S. Department of Energy. He will oversee the construction and opening of the company’s TX-1 advanced nuclear fuel fabrication facility in Oak Ridge, Tennessee. His leadership will be key in scaling fuel production to support the deployment of X-energy’s advanced reactor technologies.

“Joel’s deep expertise in nuclear operations and manufacturing makes him the ideal choice to lead TRISO-X as we continue to bring our technology to the market,” said J. Clay Sell, CEO of X-energy. “Joel’s proven ability to grow businesses while maintaining safety and efficiency across operations are tremendous assets to help X-energy accelerate the commercialization of TRISO-X fuel and enable the deployment of advanced nuclear at scale.”

Duling joins TRISO-X from Pacific Northwest National Laboratory (“PNNL”), where he served as Associate Laboratory Director for Operational Systems. In this role, he oversaw the PNNL’s project execution, nuclear operations, safety, and general infrastructure operations. Duling previously held various leadership roles at BWX Technologies, Inc. for nearly two decades, including serving as president of its Nuclear Operations Group and as president of Nuclear Fuel Services, Inc. in Erwin, Tennessee. During his tenure, he spearheaded significant business growth, operational management, and strategic initiatives.

“I am honored to join TRISO-X and X-energy at such an exciting time in the nuclear energy industry,” said Duling. “The demand for advanced nuclear solutions is growing rapidly as the world seeks cleaner, more reliable energy sources. TRISO-X is uniquely positioned to meet that demand with its cutting-edge fuel technology. I look forward to working alongside this talented team to advance our goals, bring TRISO-X fuel to market, and contribute to global decarbonization efforts.”

Duling holds a Bachelor of Science degree in Biophysical Systems and Chemistry from Northern Michigan University, a graduate certification in Applied Nuclear Energy from Idaho State University, and a Master of Business Administration from Auburn University.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors 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.

X-energy Appoints Robert M. Taylor to New Role of Vice President of Regulatory Affairs and Licensing

ROCKVILLE, Md., August 26, 2024 – X-energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, today announced the appointment of Robert M. Taylor as Vice President, Regulatory Affairs and Licensing. With nearly three decades of experience in the nuclear energy sector, Taylor will oversee the company’s global licensing strategy and the execution of all nuclear regulatory-related activities and milestones.

“We are thrilled to welcome Rob to the X-energy team,” said J. Clay Sell, CEO of X-energy. “His extensive experience working with industry and his deep understanding of nuclear safety and nuclear regulatory processes will be invaluable as we continue to bring our technology to the marketplace. Rob’s appointment underscores our commitment to regulatory excellence and our vision of leading the nuclear industry with the highest standards.”

Taylor joins X-energy after a distinguished career with the United States Nuclear Regulatory Commission (“NRC”), where he served in several high-impact roles. Most recently, he led a team of 200 engineers, scientists, and project managers as Deputy Office Director for New Reactors in the Office of Nuclear Reactor Regulation, playing a key role in developing and implementing licensing frameworks for advanced nuclear reactors. His comprehensive understanding of the nuclear industry's technical and regulatory aspects will be instrumental in guiding X-energy’s nuclear regulatory strategy as the company continues to pursue further commercial opportunities.

“X-energy has such a bold and innovative vision for the future, and I am honored to join the team at this crucial time for the nuclear energy sector and the company,” said Taylor. “I believe advanced nuclear is uniquely poised to play a critical role in the fight against climate change and achieving our clean energy goals throughout the world. X-energy will be a major driver of new nuclear deployments, and I look forward to working with the team to safely bring X-energy’s cutting-edge technologies to market.”

Prior to joining the NRC, Taylor trained U.S. Navy personnel to operate submarine nuclear reactors. He holds master's and bachelor's degrees in chemical engineering from West Virginia University.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors 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.

X-energy Awarded $148.5 Million Investment Tax Credit for First-of-a-Kind TRISO-X Fuel Fabrication Facility

OAK RIDGE, Tn., April 23, 2024 – X Energy, LLC (“X-energy”) has been awarded a $148.5 million tax credit for the construction by its wholly-owned subsidiary, TRISO-X LLC (“TRISO-X”), of a first-of-a-kind advanced nuclear fuel fabrication facility (“TX-1”) in Oak Ridge, Tennessee. Funded by the Inflation Reduction Act of 2022, the award is part of the Qualifying Advanced Energy Project Tax Credit (48C) program jointly administered by the U.S. Department of Energy (“DOE”), the U.S. Department of the Treasury, and the Internal Revenue Service (“IRS”).

“This award is not just an investment in our technology and innovations, it’s a massive step forward for building the supply chain to advance the next generation of nuclear energy,” said X-energy CEO, J. Clay Sell. “Strengthening energy security here and around the world requires expanding secure, domestic manufacturing capabilities across the energy sector. We applaud Congress and the Department of Energy for creating opportunities to enable the delivery of TRISO-X fuel on a commercial scale.”

X-energy’s investment in the TX-1 project is expected to create approximately 400 permanent jobs and 475 construction jobs. The 215,000-square-foot TX-1 fuel fabrication facility is designed to produce up to 714,000 pebbles per year along with other nuclear fuel products. Located within the Horizon Center Industrial Park, the 110-acre TRISO-X campus is situated on land that was formerly part of the Oak Ridge National Laboratory (“ORNL”) and was part of a tract released in 1996 for private development to help diversify the region’s economic base. TRISO-X acquired the campus from the Oak Ridge Industrial Development Board in 2022.

TRISO-X has already requested a 40-year license from the Nuclear Regulatory Commission (“NRC”) to possess and use special nuclear material to manufacture advanced nuclear fuel. Its application was submitted and accepted by the NRC in 2022.The Commission currently reports that the review is 45% complete.

Tri-structural isotropic (“TRISO”) particle fuel is considered “the most robust nuclear fuel on the planet,” according to the DOE, because it can withstand very high temperatures without melting, which is key to its safety. TRISO-X manufactures its own proprietary version of TRISO fuel to ensure supply, improve quality, and reduce costs. TRISO-X has operated a pilot nuclear fuel fabrication facility at ORNL since 2016, serving as a demonstration facility of the company’s patented TRISO fabrication processes.

The U.S. Department of Energy’s Advanced Reactor Demonstration Program (“ARDP”) is supporting the initial deployment of X-energy’s Xe-100 advanced small modular reactor at Dow’s Seadrift, Texas facility. It is expected to be the first grid-scale advanced nuclear reactor deployed to serve an industrial site in North America. ARDP is also providing support for the development of TX-1, and the initial TRISO-X nuclear fuel produced in Oak Ridge will be used for the project.

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About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors 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.

CONTACTS

X-energy
Robert McEntyre
240.673.6565
media@x-energy.com

UK Government Selects X-energy and Cavendish Nuclear for First Advanced Modular Reactor Award from Future Nuclear Enabling Fund

WARRINGTON, England – X-Energy UK Holdings, Ltd (“X-energy”), a wholly-owned subsidiary of X-Energy Reactor Company, LLC, and Cavendish Nuclear, a wholly-owned subsidiary of Babcock International, today welcomed a funding award from the UK Government’s Future Nuclear Enabling Fund (“FNEF”) to further the development of their plans for Advanced Modular Reactors (AMRs) in the UK.

The Government’s award of £3.34 million will be matched by X-energy for a total programme of £6.68 million. The companies will use the funds to develop UK-specific deployment plans including an assessment of domestic manufacturing and supply chain opportunities, constructability, modularisation studies, and fuel management.

X-energy and Cavendish Nuclear also announced a partnership with Kier Group (“Kier”), a leading UK provider of construction and infrastructure services, to support constructability and supply chain analyses. Kier joins steel producer and engineer Sheffield Forgemasters and the Nuclear Advanced Manufacturing Research Centre (NAMRC) to support X-energy and Cavendish Nuclear in completing the scope outlined in their FNEF proposal. The companies’ goal is for 80% of the value of the Xe-100 projects to flow to UK firms. Last year X-energy and Cavendish Nuclear signed a memorandum of understanding with Howden, the Glasgow-based gas circulator manufacturer. They will also work with Nuclear Waste Services to review the approach to spent fuel management.

“We are backing innovation in nuclear – from building large-scale plants better to encouraging new advanced technologies – to achieve our ambition for a quarter of our electricity to come from nuclear power by 2050,” Minister for Nuclear & Renewables Andrew Bowie said. “This funding supports the next step in the development of advanced modular reactors and shows our commitment to keeping the UK at the forefront of nuclear technology.”

“We are delighted to receive this FNEF award from the Government. It reflects the readiness of our advanced technology to contribute to the UK’s energy needs in the next wave of new nuclear,” said Carol Tansley, X-energy’s UK market leader and Vice President of Projects. “Building on X-energy’s initial deployment with Dow on the U.S. Gulf Coast, we can create both jobs and long-term energy security in the UK with clean, reliable advanced nuclear power.”

“As X-energy’s UK deployment partner we’re pleased to welcome this award as a key step forward. A fleet of Xe-100s can complement renewables by providing constant or flexible power and produce steam to decarbonise industry and manufacture hydrogen and synthetic transport fuels,” said Mick Gornall, Managing Director of Cavendish Nuclear. “Deployment in the UK will create thousands of high-quality, long-term jobs across the country.”

The FNEF is intended for potential nuclear projects with mature technologies that could be in a position to take a Final Investment Decision (FID) within the next parliament. It aims to help industry reduce project risks so they are better positioned for future investment decisions.

X-energy and Cavendish Nuclear are proposing to develop a multi-billion pound 12-reactor plant at Hartlepool, to be ready by the early 2030s. The companies plan to build a fleet of up to 40 of the advanced small modular Xe-100 reactors in the UK, creating thousands of high-quality jobs in construction and operations. This would provide 3,200 MW of electricity, enough power for 6 million homes, or 8,000 MW of versatile high temperature heat and steam to support zero-carbon manufacturing and industrial processes.

The companies plan to engage with the UK nuclear regulators to evaluate approaches to licensing the Xe-100 AMR. The design is already progressing through initial assessments by nuclear regulators in Canada and the United States.

Ends

About X-energy

X-energy UK Holdings, Ltd. Is a wholly owned subsidiary of X-energy Reactor Company, LLC, a leading developer of advanced modular nuclear reactors and fuel technology for clean energy generation. X-energy has developed intrinsically safe and more efficient reactors and proprietary fuel to delivery reliable, zero carbon, affordable energy to people around the world. The simplified, modular and high temperature gas reactor design expands applications and markets for deployment of nuclear technology. It is designed to drive lower cost and faster construction timelines compared with conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

About Cavendish Nuclear

From decommissioning redundant nuclear facilities and supporting the U.K’s Clean Energy commitment through Nuclear New Build and development of Advanced Nuclear Technologies, through to helping keep the U.K’s fleet of nuclear-powered submarines at sea, our role in Cavendish Nuclear is to enable a world where nuclear plays a key contribution in protecting our nation, ensuring security of energy supply and meeting our net zero commitments – Creating a safe and secure world, together. Nuclear has a vital role in delivering net zero by 2050, we are passionate about the key role that we play in that. Clean energy is a core focus for Cavendish Nuclear through our support to existing reactors, the construction of Hinkley Point C and Sizewell C, and our work to develop advanced nuclear technologies for the future. For more information, visit www.cavendishnuclear.com or connect with us on LinkedIn.

For further information, please contact:

X-energy
Leon Flexman                                                  
lflexman@x-energy.com
+44 (0) 79 2014 3732

Cavendish Nuclear
Yvonne Preston
yvonne.preston@cavendishnuclear.com
+44 (0) 79 7130 4338

X-energy, TransAlta Partner to Study Deployment of Advanced Small Modular Nuclear Reactors in Alberta through Emissions Reduction Alberta Award

CALGARY, AB – April 2, 2024 – X-Energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, and TransAlta Corporation (“TransAlta”), one of Canada’s leading power producers, announced a partnership to study the deployment of X-energy’s Xe-100 advanced small modular nuclear reactors in Alberta. Supported through funding from Emissions Reduction Alberta (“ERA” or “the agency”), the study will assess the feasibility of repurposing a fossil fuel electricity generation site for an Xe-100 plant.

X-energy and TransAlta will evaluate the economics, regulatory impacts, licensing requirements, timelines, and overall suitability of deploying an Xe-100 plant at a fossil fuel power plant site. The study will also focus on identifying and building Alberta-based supply chain partners and vendors and economic benefits for the province. X-energy and TransAlta will be supported by Canada-based nuclear and professional engineering firms, including Hatch Ltd., Kinectrics Inc., and PCL Nuclear Management Inc. The study results are expected to provide valuable insights and data to inform future TransAlta project and business decisions.

ERA awarded X-energy through its competitive proposal-based Reshaping Energy Systems funding opportunity, an initiative supported by the Government of Alberta designed to invest in promising technologies and solutions to reduce emissions throughout the province. In 2023, Alberta established a goal of reaching net-zero carbon emissions by 2050. X-energy aims to deploy the first advanced small modular reactor in Alberta by the early 2030s.

X-energy’s Xe-100 reactor and TRISO-X fuel are designed to be intrinsically safe, greatly expanding applications and markets for the deployment of nuclear technology relative to other small modular and conventional nuclear reactors. The Xe-100 can also uniquely address a broader range of uses and applications, including applications that currently rely on fossil fuels to produce steam and high-temperature heat for manufacturing, natural resource extraction, petroleum refining and hydrogen production.

As previously announced, X-energy has already completed milestones in the Canadian Nuclear Safety Commission’s (“CNSC”) pre-licensing Vendor Design Review. CNSC found no fundamental barriers to licensing the Xe-100, an outcome that increases confidence in proceeding with formal licence applications in Canada.

The initial deployment of X-energy Xe-100 is supported by the U.S. Department of Energy’s Advanced Reactor Demonstration Program at Dow’s Seadrift, Texas, operations site along with a new commercial facility in Oak Ridge, Tennessee, to manufacture TRISO-X uranium-based fuel for next-generation reactors. The project in Seadrift will be the first grid-scale advanced nuclear reactor deployed to serve an industrial site in North America.

Attributable Quotes:

Nathan Neudorf, Alberta Minister of Affordability and Utilities

• “I am proud that Alberta continues to be a global leader in responsible energy development. By investing in innovative technology such as small modular nuclear reactors, we are ensuring that Alberta’s power grid will be affordable, reliable, and sustainable for generations to come.”

Rebecca Schulz, Alberta Minister of Environment and Protected Areas

• “We are investing in innovative energy projects that will make Alberta’s power grid more reliable, lower emissions and grow the economy, while helping bring Alberta’s energy systems into the 21st century.”

Blain van Melle, Executive Vice President, Commercial and Customer Relations, TransAlta

• "TransAlta is excited to work with Emissions Reduction Alberta and our project partners to explore how X-energy’s innovative small modular reactor technology can potentially augment TransAlta’s existing sites and assets to deliver clean, reliable heat and power to our customers at competitive rates and without emissions from fossil fuels.”

Benjamin Reinke, Vice President, Global Business Development, X-energy

• “This partnership with Emissions Reduction Alberta marks a significant step forward for clean energy technologies in the province. We are pleased to work with TransAlta, a leader in power production, innovation, and sustainability, to evaluate how X-energy can support the province’s climate goals. Alberta’s tradition of energy innovation combined with our advanced nuclear technology offers a powerful solution to reducing emissions while increasing reliable baseload generation capacity and supporting the region’s key economic drivers.”

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About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn. 

About TransAlta Corporation

TransAlta owns, operates and develops a diverse fleet of electrical power generation assets in Canada, the United States and Australia with a focus on long-term shareholder value. TransAlta provides municipalities, medium and large industries, businesses and utility customers with clean, affordable, energy efficient and reliable power. Today, TransAlta is one of Canada’s largest producers of wind power and Alberta’s largest producer of hydro-electric power. For over 112 years, TransAlta has been a responsible operator and a proud member of the communities where we operate and where our employees work and live. TransAlta aligns its corporate goals with the UN Sustainable Development Goals and its climate change strategy with CDP (formerly Climate Disclosure Project) and the Task Force on Climate-related Financial Disclosures recommendations. TransAlta has achieved a 68 per cent reduction in GHG emissions or 22 million tonnes since 2015 and has received scores of A- from CDP and AA from MSCI.

For more information about TransAlta, visit transalta.com.

About Emissions Reduction Alberta (ERA)

For 15 years, ERA has been investing revenues from the carbon price paid by large emitters to accelerate the development and adoption of innovative clean technology solutions. Since we were established in 2009, we have committed $899 million toward 261 projects worth $8 billion that are helping to reduce Greenhouse Gases (“GHGs”), create competitive industries and are leading to new business opportunities in Alberta. These projects are estimated to deliver cumulative GHG reductions of 42 million tonnes by 2030 and 115 million tonnes by 2050.

CONTACTS

X-energy 

Media:

Robert McEntyre
+1-240-673-6565
media@x-energy.com

X-energy Unveils Plant Support Center for Training Xe-100 Advanced Small Modular Reactor Operators

FREDERICK, Md., March 14, 2024 – X-energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, today opened the first training center for future operators of its Xe-100 advanced small modular reactor. Called the Plant Support Center (“PSC”), the 10,000 square foot state-of-the-art facility includes a full-scale plant control room simulator, Reactor Protection System prototype, and virtual reality experience, as well as offices and classrooms.

“The opening of X-energy’s first Plant Support Center marks another stride forward to the deployment of our first Xe-100 reactors,” said X-energy CEO, J. Clay Sell. “Today represents an evolution in nuclear operator training and learning, equipped with cutting-edge, high-fidelity simulation and virtual reality technology. This facility will help train the next generation of nuclear plant operators, and it will set the stage for the first and subsequent deployments of our innovative advanced small modular reactor technology.”

Designed to train up to 52 operators at one time, the PSC offers a hands-on, experiential learning environment for future Xe-100 operators. X-energy's comprehensive training program will employ virtual and simulated environments, providing trainees in the program with invaluable experience before entering the field.

The centerpiece of the PSC is a sophisticated control room simulator, designed to replicate the real-world plant control room. The Xe-100's control room boasts automated digital systems and a sleek design, aiming to enhance operator experience and increase cost efficiencies. Its groundbreaking technology builds upon years of collaboration with the U.S. Department of Energy programs, including Advanced Reactor Concepts 2015, the Advanced Research Projects Agency–Energy (“ARPA-E”), and the Advanced Reactor Demonstration Program (“ARDP”). The PSC will support training for the initial deployment of X-energy’s Xe-100 at Dow’s Seadrift, Texas manufacturing facility under ARDP.

Prior to accepting its first cohort of trainees, X-energy will use the PSC for the final development of its training program and reactor operating procedures. The PSC will also be instrumental in validating and enhancing Human Factors Engineering and integrated system testing prior to deployment.

As plants become operational, the facility will host continuing education programs leveraging real performance and operating data collected in the field to enhance training and professional development. X-energy plans to establish additional regional centers to support an expanding reactor fleet, which will become hubs for X-energy’s operations, maintenance, and training services business.

“We hope this is the catalyst for advancing the way nuclear operators are going to be trained in the future. From analog to digital displays, and from historical to real-time data, this is a highly engaging system of tools to propel U.S. nuclear forward,” added Sell.

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About X-Energy Reactor Company, LLC

X-energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors 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.

CONTACTS

X-energy 

Media:

Robert McEntyre

+1-301-358-5600

media@x-energy.com

X-energy Successfully Completes Canadian Pre-Licensing Milestone for the Xe-100 Advanced Small Modular Reactor

TORONTO and ROCKVILLE, MD – January 17, 2024 – X-Energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, announced that it has successfully completed milestones in the Canadian Nuclear Safety Commission’s (“CNSC”) pre-licensing Vendor Design Review (“VDR”). The Company submitted the design of its Xe-100 advanced small modular reactor to CNSC for a combined Phase 1 and 2 VDR process. Upon completion of these phases, CNSC concluded there are no fundamental barriers to licensing the Xe-100, an outcome that increases confidence in proceeding with formal license applications in Canada.

“The completion of the pre-licensing milestone underscores the regulatory and commercial readiness of the Xe-100 and demonstrates the opportunity to bring our advanced high-temperature gas reactor technology to the Canadian market,” said J. Clay Sell, CEO of X-energy. “The work performed through the VDR and our engagements with the CNSC well position X-energy for future licensing applications. This is a great step forward for our high-temperature gas reactor technology and our future industrial and power generation deployments across Canada.”

The Company has been engaged with CNSC in its optional VDR process since July 2020, and included the submission of more than 400 technical documents and white papers across 19 focus areas in the review. The process provides an opportunity for advanced nuclear technology developers like X-energy to demonstrate understanding and compliance with Canadian licensing requirements and seek detailed feedback ahead of a formal license application. Feedback gathered during the process can be incorporated in future CNSC submissions and addressed in future VDR engagements. X-energy plans to pro-actively continue working with CNSC in pursuit of Phase 3 VDR in the future.

X-energy’s Xe-100 reactor and TRISO-X fuel are designed to be intrinsically safe, greatly expanding applications and markets for deployment of nuclear technology relative to other small modular and conventional nuclear reactors. The Xe-100 can also uniquely address a broader range of uses and applications, including applications that currently rely on fossil fuels to produce steam and high temperature heat for processes like manufacturing, natural resource extraction, petroleum refining and hydrogen production.

The U.S. Department of Energy’s Advanced Reactor Demonstration Program is supporting X-energy’s initial deployment of the Xe-100 at Dow’s Seadrift, Texas facility and a new commercial facility to manufacture TRISO-X high-assay low-enriched uranium-based fuel for next-generation reactors. The project in Seadrift will be the first grid-scale advanced nuclear reactor deployed to serve an industrial site in North America.

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About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn. 

CONTACTS

X-energy 

Media:

Robert McEntyre

+1-301-358-5600

media@x-energy.com

ENEC and X-energy Partner to Explore Deployment of Advanced Nuclear Energy Technology

Abu Dhabi, UAE – 11 December 2023: The Emirates Nuclear Energy Corporation (ENEC) has signed a Memorandum of Understanding (MoU) with X-energy, a leading American developer of advanced small modular nuclear reactors and fuel design engineering company, to collaborate on the advancement of nuclear energy technologies. The Memorandum of Understanding (MoU) was signed at COP28 and comes in line with ENEC’s recently announced ADVANCE Program.

The MoU was signed By His Excellency Mohamed Al Hammadi, Managing Director and Chief Executive Officer of ENEC and J. Clay Sell, Chief Executive Officer, X-energy.

The central aim of ENEC’s ADVANCE program is to harness the latest advancements in nuclear energy technologies and to strengthen the UAE’s position as a leading nation in delivering climate action by accelerating the global clean energy transition to Net Zero.

ENEC and X-energy will work together to assess technical design and commercial viability of X-energy’s nuclear technologies for the UAE market, to meet the growing demand for clean electricity generation, along with generating steam, heat and hydrogen to decarbonize industries from manufacturing to petrochemicals as well as other energy-intensive sectors like data centers. The companies will also evaluate potential project partnerships for developments in the UK and Europe and will develop a regional deployment framework for ENEC-led projects in the Middle East, Africa, and Indian subcontinent.

At COP28, ENEC is showcasing how nuclear energy through the Barakah Nuclear Energy Plant is leading the largest decarbonization effort in the UAE’s history. Barakah is the largest single source of clean electricity in the Arab World, with the 4th and final unit of the plant due to come on-line in 2024. Now ENEC is utilizing its unique experience of deploying one of the most advanced large-scale nuclear plants to identify opportunities to deploy and invest in advanced and Small Modular Reactors (SMRs).

X-energy is a leading developer of advanced SMRs and fuel technology for clean energy generation. X-energy is advancing nuclear energy generation through its latest-generation high-temperature gas-cooled reactor (“HTGR”), the Xe-100, and its proprietary tri-structural isotropic (“TRISO”) encapsulated particle fuel, TRISO-X, to deliver reliable, zero-carbon and affordable clean electricity to people around the world. ENEC will work with X-energy to capitalize on the full value of the UAE’s investment in the nuclear energy sector, working closely to identify the right technology and meet the growing demand for clean electricity and molecules.

H.E. Mohamed Al Hammadi Managing Director and Chief Executive Officer of ENEC said: “Nuclear energy has had a transformational impact on the UAE’s energy landscape. The clean electricity generated from Barakah is powering high tech industries whilst preventing millions of tons of carbon emissions each year. At COP 28 we are demonstrating the essential value of nuclear and building our network through signing a series of global agreements as part of ENEC ADVANCE Program. We look forward to working with X-energy to combine its knowledge and technology in SMRs with our experience in the development of major nuclear energy projects, to accelerate rapid decarbonization and take us closer to Net Zero by 2050.”

“X-energy is pleased to partner with ENEC to explore the vast and growing opportunities for our advanced nuclear technology in the UAE and beyond,” said J. Clay Sell. “Around the world, ENEC is recognized as one of the most successful and capable nuclear project developers and operators. Our partnership will explore the many ways we can combine X-energy’s leading technology with ENEC’s delivery expertise to address a broad range of decarbonization challenges in the region and around the world. This announcement at COP 28 further demonstrates the incredible global opportunities and demand for nuclear in being a key driver in the expansion of clean, reliable energy.”

The agreement also helps advance the U.S.-UAE Partnership for Accelerating Clean Energy (PACE), which was launched in November 2022 and aims to help catalyze $100 billion in clean energy and decarbonization projects by 2035.

The ENEC ADVANCE Program offers a clear example of the action-oriented approach the UAE is taking to fast-track the clean energy transition through leveraging the latest technologies in the nuclear energy sector. Advanced reactors and SMRs offer an innovative decarbonization solution for a wide range of energy intensive sectors. These reactors can be co-located with critical infrastructure and provide a reliable supply of clean electricity, as well as clean steam, heat and hydrogen. SMRs are easier to manufacture, thereby contributing greater economies of scale, in addition to being flexible, safe and efficient to deploy.

- ENDS-

About the Emirates Nuclear Energy Corporation

The Emirates Nuclear Energy Corporation (ENEC) is part of ADQ, one of the region’s largest holding companies with a broad portfolio of major enterprises spanning key sectors of Abu Dhabi’s diversified economy. Established by decree in December 2009 by the late His Highness Sheikh Khalifa Bin Zayed Al Nahyan, ENEC represents all aspects of the United Arab Emirates Peaceful Nuclear Energy Program.

ENEC’s flagship Barakah Nuclear Energy Plant is generating safe, clean and reliable 24/7 electricity for the United Arab Emirates, supporting the Nation’s social and economic growth and tackling climate change. As a result, the Barakah Plant is a sustainable powerhouse for the Nation, spearheading the United Arab Emirates’ Net Zero by 2050 Strategic Initiative by leading the largest decarbonization effort in the UAE and Arab World. ENEC is exploring further opportunities through its R&D Roadmap, including advanced nuclear technologies such as Small Modular Reactor (SMR) technology and clean hydrogen generation, as well as in related industries, such as space exploration, agriculture and medicine.

About Nawah Energy Company

A Joint Venture subsidiary of the Emirates Nuclear Energy Corporation (ENEC) and partially owned by the Korea Electric Power Corporation (KEPCO), Nawah Energy Company has been mandated to safely operate and maintain Units 1 to 4 of the Barakah Nuclear Energy Plant in adherence to the highest standards of quality, safety, security, and operational transparency.

Nawah is a multinational, multicultural company committed to operating excellence through its skilled nuclear energy workforce in the United Arab Emirates, with a focus on the development of UAE Nationals, and ensuring the highest levels of efficiency and standards in operating the Barakah Plant.

About Barakah One Company

A Joint Venture subsidiary of the Emirates Nuclear Energy Corporation (ENEC) and partially owned by the Korea Electric Power Corporation (KEPCO), Barakah One Company is in charge of representing the financial and commercial interests of the Barakah Nuclear Energy Plant project.

For more information, visit www.enec.gov.ae

About X-energy

X-energy is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

Media Contact:

enec@fourcommunications.com

media@enec.gov.ae

Report reveals how advanced nuclear plants can accelerate the United Kingdom’s path to net zero

WARRINGTON, England—December 6, 2023 – X-Energy UK Holdings, Ltd (“X-energy”), a wholly-owned subsidiary of X-Energy Reactor Company, LLC, today released Beyond Electricity, a new report from nuclear heat applications specialist Equilibrion detailing how the United Kingdom can accelerate its progress to net zero emissions with advanced nuclear plants.

The report summarises work undertaken in Northeast England’s Teesside as a case study. High-temperature steam (565°c) from advanced reactors can be used to replace fossil-fuel-generated heat in process industries like chemicals, or to produce hydrogen or clean jet fuels. It can also help improve the efficiency of technologies designed to strip carbon dioxide from the atmosphere. The report highlights that the region, with its strong industrial base, has a major demand for high temperature heat and steam and is building the infrastructure to support a range of net zero industries.

X-energy, working in partnership with Cavendish Nuclear, is planning a fleet of up to 40 of its advanced small modular Xe-100 power reactors in the UK, creating thousands of high-quality jobs in construction and operations. X-energy is proposing to develop a £multi-billion 12-reactor plant at Hartlepool, to be ready by the early 2030s.

X-energy’s intrinsically safe advanced small modular reactor (“SMR”) and TRISO-X fuel greatly expands applications and markets for deployment of nuclear technology relative to other SMRs and conventional nuclear. Its high-temperature gas reactor (“HTGR”) technology can support broad industrial use applications through its high-temperature heat and steam output. In addition, it can integrate into and address the needs of both large and regional electricity systems through more efficient load ramping and can support intermittent renewable (solar and wind) and other clean energy options with reliable baseload generation.

“This is a huge opportunity for Teesside and the country as a whole.  There is a skilled nuclear workforce, with decades of experience of high temperature gas reactor technology, already in place at Hartlepool Power Station and the plant will be reaching the end of its life just as our project entered development and construction,” said Carol Tansley, X-energy’s Vice President of UK New Build Projects. “We can provide high quality local jobs and the broadest range of decarbonisation options for the area’s industrial base, and then use that experience to benefit similar regions across the UK.”

“Nuclear energy offers a major boost to industrial clusters seeking to rapidly reduce emissions and improve competitiveness by providing stable, local, low-carbon energy with long-term price certainty,” said Dr. Philip Rogers, Director at Equilibrion. “The opportunities on Teesside are clear, and with another five large industrial clusters around England and Wales, the potential national socio-economic benefits are huge, enabling long-term, economy-wide decarbonisation of transport and industry.”

Electricity use is responsible for less than a quarter of the UK’s annual carbon dioxide emissions, whereas demand from heat and transport represent more than twice the amount. 

X-energy already has a project underway on the U.S. Gulf Coast which will produce high-temperature heat and power for the Seadrift, Texas, manufacturing facility of the materials science company Dow. Construction on X-energy’s four-reactor project in Texas is expected to begin in 2026 and to be completed by the end of this decade.  The project is focused on providing the Seadrift site with safe, reliable, zero carbon emissions power and steam.

The first Xe-100 plant in the UK is slated to be a fast follower. Teesside is already a strong advocate of decarbonisation, with a target of being the first net zero cluster by 2040.

-ENDS-

Notes to Editors

About X-energy

X-energy UK Holdings, Ltd. is a wholly-owned subsidiary of X-energy Reactor Company, LLC, a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn. 

About Equilibrion

Equilibrion is a specialist consulting and project development company with leading expertise in the role of nuclear energy for the decarbonisation of transport, industry and production of clean fuels. Our experience spans policy, technology, strategy, techno-economic assessment and commercial project development. https://equilibrion.co.uk/.

Contact

X-energy

Leon Flexman, Director, UK Corporate Affairs

+44 (0) 7920 143732

lflexman@x-energy.com

X-energy Finalizes $235 Million Series C Financing

ROCKVILLE, MD – December 5, 2023 – X-Energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, announced that it has completed its Series C financing round with an additional $80 million from Ares Management Corporation and X-energy Founder, Kam Ghaffarian. This additional $80 million brings the total capital raised in the Series C financing round to $235 million, including anticipated conversions of certain of the Company’s outstanding convertible notes. Previous investors in the Series C financing round include Ontario Power Generation, Curtiss-Wright Corporation, DL E&C, and Doosan Enerbility.

“We are grateful to all of our investors for supporting X-energy and advancing our mission to meet growing energy demands facing the world today with clean, safe, affordable, and reliable solutions,” said Kam Ghaffarian, Ph. D., Founder and Executive Chairman of X-energy. “We are proud of the technology advancements our team has developed and are excited about the market opportunities expected to underpin our growth going forward. Combined with our technological advantages and strategic customer and investor collaborations, X-energy is poised to generate value and execute our growth strategy.”

“Ares is proud to support X-energy as it executes its mission to help drive the transition to a lower-carbon economy through advanced nuclear energy,” said David Kaplan, Co-Founder, Director, and Partner of Ares Management Corporation. “X-energy’s differentiated and cost-effective technology is well-positioned to address the needs of power for the electric grid and generating heat for industrial applications. We remain confident in X-energy’s ability to create long-term, sustainable value for its stakeholders.”

X-energy is developing the Xe-100, a high-temperature gas-cooled advanced small modular reactor, its proprietary TRISO-X fuel, and a mobile microreactor to safely and efficiently deliver affordable zero-carbon energy to people around the world. TRISO fuel has a more than 40-year demonstrated track record through prototype and full-scale reactors and has been called “the most robust nuclear fuel on earth” by the U.S. Department of Energy.

X-energy’s intrinsically safe Xe-100 reactor and fuel design greatly expand applications and markets for deployment of nuclear technology relative to other small modular and conventional nuclear reactors. The Xe-100 can also uniquely address a broader range of uses and applications compared with light water nuclear reactors. This specifically includes applications that currently rely on fossil fuels to produce steam and high temperature heat for processes like manufacturing, petroleum refining and hydrogen production.

The U.S. Department of Energy, through its Advanced Reactor Demonstration Program, is supporting X-energy’s initial deployment of the Xe-100 at Dow’s Seadrift, Texas facility and the creation of the nation’s first commercial facility to manufacture TRISO-X high-assay low-enriched uranium-based fuel for next-generation reactors. The project in Seadrift is focused on providing the Dow site with safe, reliable, zero carbon emissions power and steam, and will be the first grid-scale advanced nuclear reactor deployed to serve an industrial site in North America.

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About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

Contacts

X-energy

Media:
Robert McEntyre

+1-301-358-5600
media@x-energy.com

X-energy Selected to Develop Nuclear Power Source Option for Air Force Research Laboratory JETSON Program

ROCKVILLE, MD – November 30, 2023 - X-Energy Reactor Company, LLC (“X-energy”), a leading developer of advanced nuclear reactors and fuel technology, was competitively selected as part of a team led by Houston-based Intuitive Machines to design a nuclear-powered space vehicle through a contract with the Air Force Research Laboratory Space Vehicles Directorate (AFRL/RV).

Through Intuitive Machines’ $9.49 million contract, X-energy will work on AFRL/RV’s Joint Emergent Technology Supplying On-orbit Nuclear Power (JETSON) Low-power Mission application contract to develop technical solutions for satellite positioning and maneuverability using a compact nuclear power source in support of NASA’s Gateway space station– a multi-purpose outpost orbiting the Moon. This project continues X-energy’s growth in strategic space, human planetary exploration, and defense applications.

“We look forward to expanding our current Fission Surface Power partnership with Intuitive Machines to develop cutting-edge nuclear technologies that enable cis-lunar space exploration within this decade,” said Dr. John Kennedy, X-energy’s Program Manager for Space Nuclear Programs. “X-energy’s compact, long-life nuclear solutions for space applications provide higher reliability, longer life, and agile navigation and control in support of critical missions.”

In 2022, the Department of Energy and NASA awarded IX, a joint venture between Intuitive Machines and X-energy, a contract to advance the design of a Fission Surface Power (FSP) system to deliver 40 kWe of nuclear fission-based power to the Moon by 2028. Designed to be intrinsically safe, X-energy’s space systems deliver long life and high-power output at low mass based on numerous micro-reactor innovations the company has developed in recent years.

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About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

Contacts

X-energy

Media:
Robert McEntyre
media@x-energy.com

X-energy and Ares Acquisition Corporation Mutually Agree to Terminate Business Combination Agreement

ROCKVILLE, Md. & NEW YORK--(BUSINESS WIRE)--X-Energy Reactor Company, LLC (“X-energy”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, and Ares Acquisition Corporation (NYSE: AAC) (“AAC”), a publicly-traded special purpose acquisition company, announced today that they have mutually agreed to terminate their previously announced business combination agreement (the “Business Combination Agreement”), effective immediately. As a result, the extraordinary general meeting of AAC shareholders scheduled for October 31, 2023 to approve the proposed transaction will be convened and then adjourned indefinitely. Additionally, the extraordinary general meeting of AAC shareholders scheduled for November 2, 2023 to vote on a proposal to extend the date by which AAC must consummate a business combination will be convened and then adjourned indefinitely.

Over the course of 2023, X-energy received strong interest from potential investors. However, given challenging market conditions, peer-company trading performance and a balancing of the benefits and drawbacks of becoming a publicly traded company under current circumstances, X-energy and AAC jointly determined that it was the best course of action at this time not to proceed with their previously announced transaction.

“I am deeply proud of the remarkable business that the X-energy team has built, and I am confident in the company’s future as a global clean energy leader,” said Kam Ghaffarian, Ph. D., Founder and Executive Chairman of X-energy. “Both X-energy and AAC recognize the challenges presented by the current financial market environment and the opportunity for X-energy to continue forward as a private company. I remain confident in X-energy’s attractive value proposition, and I appreciate the support we have received from AAC and other investors. X-energy is as committed as ever to delivering clean, safe and secure energy solutions that can meet the demand from communities around the world.”

“The X-energy team will continue to make critical progress toward our long-term objectives,” said J. Clay Sell, Chief Executive Officer of X-energy. “Among our notable accomplishments in the last year, we have advanced the initial deployment of four Xe-100 units with Dow on the Texas Gulf Coast, signed a joint development agreement with Energy Northwest for up to 12 Xe-100 units in central Washington, progressed the Xe-100 from basic design to the Final Design Readiness Review phase and signed a cooperative agreements with both the U.S. Department of Defense and U.S. Department of Energy to further advance the development of a mobile microreactor design. Looking ahead, we will continue to execute against our strategy that capitalizes on our proprietary clean energy technology, competitive advantages and strategic relationships to the benefit of our customers and stakeholders around the world.”

“While the persistently volatile public market conditions over the course of 2023 have led to this mutual decision, we remain steadfast in our belief in X-energy’s exceptional talent, differentiated nuclear technology and mission to deliver affordable, zero-carbon energy on a global scale,” said David Kaplan, Co-Chairman and Chief Executive Officer of AAC and Co-Founder, Director and Partner of Ares Management Corporation. “We remain unwavering in our belief in the significant market opportunity for X-energy, and we look forward to supporting the company through its successes ahead.”

An investment vehicle affiliated with Ares Management Corporation (NYSE: ARES) has agreed to make a private investment into X-energy in order to support X-energy’s continued growth as a private company.

Neither party will be required to pay the other a termination fee as a result of the mutual decision to terminate the business combination agreement. Pursuant to the terms of the termination agreement between AAC and X-energy, X-energy assumed from AAC and agreed to pay, perform and discharge the liabilities of AAC with respect to the payment in cash of certain fees, costs and expenses of AAC and its affiliates.

In view of the termination of the Business Combination Agreement, AAC determined that it will not be able to consummate an initial business combination within the time period required by its amended and restated memorandum and articles of association (as amended, the “Articles”). As such, AAC intends to dissolve and liquidate in accordance with the provisions of the Articles and will redeem all of the outstanding Class A Ordinary Shares, par value $0.0001 per share (the “Public Shares”), on or about November 7, 2023.

AAC anticipates that the last day of trading in the Public Shares will be November 6, 2023 and that, as of the open of business on November 7, 2023, the Public Shares, including those that were not submitted for redemption, will be suspended from trading, will be deemed cancelled and will represent only the right to receive the per-share redemption price for the Public Shares of approximately $10.79 (the “Per-Share Redemption Amount”), based on the amount in the Trust Account as of October 27, 2023. In accordance with the terms of the Articles, AAC expects to retain $100,000 of the interest earned on the Trust Account to pay dissolution expenses.

The Per-Share Redemption Amount will be payable to the holders of the Public Shares upon presentation of their respective share or unit certificates or other delivery of their shares or units to AAC’s transfer agent, Continental Stock Transfer & Trust Company. Beneficial owners of Public Shares held in “street name,” however, will not need to take any action in order to receive the Per-Share Redemption Amount.

There will be no redemption rights or liquidating distributions with respect to AAC’s warrants. AAC’s initial shareholders have waived their redemption rights with respect to the outstanding Class B ordinary shares, par value $0.0001 per share, issued prior to AAC’s initial public offering. As of November 6, 2023, AAC will cease all operations except those required to wind up AAC’s business.

AAC expects that The New York Stock Exchange will file a Form 25 with the U.S. Securities and Exchange Commission to delist its securities.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 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. For more information about AAC, please visit www.aresacquisitioncorporation.com.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including statements relating to the termination of the Business Combination Agreement, any private investment in X-Energy and the anticipated timing of AAC’s delisting, liquidation and dissolution. Certain of these forward-looking statements can be identified by the use of words such as “believes,” “expects,” “intends,” “plans,” “estimates,” “assumes,” “may,” “should,” “will,” “seeks,” or other similar expressions. These statements are based on current expectations on the date of this press release and involve a number of risks and uncertainties that may cause actual results to differ significantly. Readers are cautioned not to put undue reliance on forward-looking statements. Forward-looking statements speak only as of the date they are made, and AAC assumes no obligation and does 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.

Contacts

X-energy

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

U.S. Department of Energy Signs Cooperative Agreement to Further Develop X-energy’s Microreactor for Commercial Applications

ROCKVILLE, MD – October 25, 2023 – X-Energy Reactor Company, LLC (“X-energy” or “the Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, and the U.S. Department of Energy (the “DOE”) have signed a cooperative agreement through 2024 to further advance the development of a mobile microreactor design. The agreement, awarded through the DOE’s Office of Nuclear Energy, supports X-energy’s continuing work on architecture and key technologies for the preliminary design of the Company’s transportable nuclear power plant. The X-energy microreactor is expected to produce three to five megawatts of electricity at a commercially competitive price. The award demonstrates the DOE’s continued support of X-energy and its operations.

“We are grateful for the DOE’s continued support and plan to use this latest award, totaling approximately $2.5 million, to continue advancing our mobile microreactor beyond technical feasibility to commercial reality,” said Georgette Alexander-Morrison, X-energy’s Vice-President of Government Programs. “This DOE award underscores our role as a leading microreactor developer. We intend to build on our expertise in next-generation nuclear reactor and fuel design, transportable nuclear systems, and small nuclear solutions for space to create a clean and practical microreactor to be competitive with fossil fuel-based power generation used today for commercial and government agency applications.”

In 2020, the Department of Defense’s (the “DOD”) Strategic Capabilities Office selected X-energy, as part of its Project Pele initiative, to design a prototype mobile microreactor capable of producing between one and five megawatts of electricity to support mission-critical operations in remote military locations. The DOD recently expanded its agreement with X-energy to develop a cost-effective design for a transportable advanced nuclear microreactor prototype for use in remote military locations or other strategic missions.

X-energy’s teams are working in parallel – through DOE and DOD-funded agreements – on advanced microreactor designs that will make the technology commercially viable in the marketplace.

“We are excited to continue to advance the engineering technology that went into our initial high-performance designs for Project Pele. With the combined support of the DOE and DOD, we are confident that we can reduce costs and deliver a solution that meets the needs of both civilian and military users,” said Dr. Hans Gougar, X-energy’s lead microreactor engineer. “This project brings us closer to deploying emission-free power to replace diesel in hard-to-reach locations, for disaster relief, maritime power delivery, and when critical infrastructure resiliency is threatened.”

The DOE, through its Advanced Reactor Demonstration Program, is also supporting X-energy’s initial deployment of the Xe-100 advanced reactor and the creation of the nation’s first commercial facility to manufacture TRISO-X high-assay low-enriched uranium-based fuel for next-generation reactors. DOE awards under its Advanced Reactor Concepts program helped X-energy complete conceptual and basic design of the Xe-100 reactor and the TRISO-X fuel facility. Funding from the DOE’s ARPA-E program helped develop operational innovations – such as automation, robotics, remote and central maintenance, and diagnostic monitoring – in the Xe-100 nuclear power plant design.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

About Ares Acquisition Corporation

Ares Acquisition Corporation (NYSE: 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 Reactor Company, LLC (“X-energy”), AAC filed a registration statement on Form S-4 on January 25, 2023 (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 thereto, filed on March 24, 2023, June 12, 2023, July 3, 2023 and July 25, 2023, respectively, the “Registration Statement”) with the SEC, which includes 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 declared effective, AAC will mail a copy of the definitive proxy statement/prospectus, when available, to its shareholders. The Registration Statement includes 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 OR INVESTMENT 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 and the Investment, the anticipated timing of the Business Combination and the Investment, 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 the Business Combination; (2) the inability to complete the Business Combination or related transactions, including the Investment, as a result of redemptions or otherwise; (3) the inability to raise sufficient capital to fund our business plan, including limitations on the amount of capital raised in the Business Combination as a result of redemptions or otherwise; (4) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals or complete regulatory reviews required to complete the Business Combination; (7) the risk that the Business Combination disrupts current plans and operations; (8) the inability to recognize the anticipated benefits of the 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; (9) costs related to the Business Combination and the Investment; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 Registration Statement and 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 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. Neither X-energy

nor AAC gives any assurance that either X-energy or AAC, respectively, will achieve its expectations.

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.

CONTACTS

X-energy 

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

X-Energy Participates in SPAC Insider Podcast

ROCKVILLE, Md.--(BUSINESS WIRE)--X-Energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, announced today that Chief Executive Officer of X-energy, J. Clay Sell participated in a SPAC Insider podcast.

Click here to hear the podcast.

Among the topics Mr. Sell discusses are:

• How advanced small modular reactors are uniquely positioned in the energy mix for a range of utilities and industrial clients.

• How X-energy's focus on its proprietary nuclear fuel – TRISO-X - has brought a new business model to the space.

• X-energy’s project on the U.S. Gulf Coast with Dow.

• The impact of the Inflation Reduction Act (IRA) on X-energy projects.

• Why the Company decided now is a good time to go public.

• The role advanced nuclear technologies can play in addressing decarbonization goals and increasing energy demand.

Ares Acquisition Corporation (NYSE: AAC) (“AAC”) and X-energy announced earlier this week that on October 13, 2023, the U.S. Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form S-4, as amended (the “Registration Statement”), AAC had filed in connection with the previously announced proposed business combination (the “Business Combination”) with X-energy. An extraordinary general meeting of shareholders (the “Extraordinary General Meeting”) to approve the Business Combination is scheduled to be held on October 31, 2023 at 4:00 p.m. Eastern Time. More information about this announcement can be found here.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

About Ares Acquisition Corporation

Ares Acquisition Corporation (NYSE: 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, AAC filed the Registration Statement with the SEC, which includes a definitive proxy statement/prospectus 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. The Registration Statement has been declared effective by the SEC and AAC is mailing a definitive proxy statement/prospectus and other relevant documents to its shareholders. The Registration Statement includes 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 has filed and will file other documents regarding the Business Combination with the SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF AAC AND X-ENERGY ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 definitive 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) the 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) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) 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; (7) the risk that any proposed business combination disrupts current plans and operations; (8) 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; (9) costs related to the proposed business combination; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 Registration Statement and the definitive proxy statement/prospectus related to the transaction, 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, Hamas’ attack of Israel and the ensuing war, rising levels of inflation and interest rates and the 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. Neither X-energy nor AAC gives any assurance that either X-energy or AAC, respectively, will achieve its expectations.

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 definitive 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.

CONTACTS

X-energy 

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

Ares Acquisition Corporation and X-Energy Reactor Company, LLC Announce Effectiveness of Registration Statement and October 31, 2023 Extraordinary General Meeting to Approve Business Combination

NEW YORK and ROCKVILLE, MD – October 16, 2023 - Ares Acquisition Corporation (NYSE: AAC) (“AAC”) announced today that on October 13, 2023, the U.S. Securities and Exchange Commission (the “SEC”) declared effective the Registration Statement on Form S-4, as amended (the “Registration Statement”), AAC had filed in connection with the previously announced proposed business combination (the “Business Combination”) with X-Energy Reactor Company, LLC, a Delaware limited liability company (“X-energy”). 

An extraordinary general meeting of shareholders (the “Extraordinary General Meeting”) to approve the Business Combination is scheduled to be held on October 31, 2023 at 4:00 p.m. Eastern Time. The Extraordinary General Meeting will be held in person at the offices Kirkland & Ellis LLP located at 601 Lexington Avenue, New York, New York 10022 and virtually via live webcast. Holders of AAC’s Class A ordinary shares and AAC’s Class B ordinary shares at the close of business on the record date of October 3, 2023, are entitled to notice of the Extraordinary General Meeting and to vote at the Extraordinary General Meeting. AAC filed its definitive proxy statement/prospectus relating to the Business Combination with the SEC and began mailing it to shareholders on Friday, October 13, 2023. More details about the Business Combination and the resolutions to be voted upon at the Extraordinary General Meeting can be found in the definitive proxy statement/prospectus filed by AAC, available at: http://www.sec.gov.

Assuming satisfaction of the conditions to the closing of the Business Combination, including approval of the Business Combination by AAC’s shareholders, the post-Business Combination company intends to list its securities on the New York Stock Exchange (“NYSE”) under the proposed symbols “XE” and “XEW”, respectively. The NYSE listing is subject to the closing of the Business Combination and fulfillment of all NYSE listing requirements.

“As the X-energy team prepares to become a publicly-traded company, we are steadfast in our commitment to deliver cost-effective, zero-carbon energy to customers and communities,” said J. Clay Sell, Chief Executive Officer of X-energy. “Today’s evolving energy landscape demands innovative solutions and the support of AAC has created an important opportunity to advance the development of our leading nuclear technology and accelerate the growth of our business. We look forward to completing the transaction this quarter.”

“This is an exciting milestone for the AAC and X-energy business combination,” David Kaplan, Co-Chairman and Chief Executive Officer of AAC, Co-Founder of Ares. “We appreciate the support from our investors and remain confident that X-energy’s differentiated technology is well-positioned to meet and benefit from global demand for reliable, safe and clean energy.”

Every vote is important and AAC encourages all shareholders to make their voices heard by voting online or by mail as soon as possible, regardless of the number of shares held. AAC shareholders who need assistance in completing the proxy card, need additional copies of the Proxy Statement/Prospectus, or have questions regarding the Extraordinary General Meeting may contact AAC’s proxy solicitor, Morrow Sodali LLC, by calling (800) 662-5200 (toll free), or banks and brokers can call (203) 658-9400, or by emailing AAC.info@investor.morrowsodali.com.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

About Ares Acquisition Corporation

Ares Acquisition Corporation (NYSE: 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, AAC filed the Registration Statement with the SEC, which includes 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. The Registration Statement has been declared effective by the SEC and AAC is mailing a definitive proxy statement/prospectus and other relevant documents to its shareholders. The Registration Statement includes 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 has filed and will file other documents regarding the Business Combination with the SEC. BEFORE MAKING ANY VOTING OR INVESTMENT DECISION, INVESTORS AND SECURITY HOLDERS OF AAC AND X-ENERGY ARE URGED TO READ THE REGISTRATION STATEMENT, THE DEFINITIVE 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 definitive 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) the 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) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) 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; (7) the risk that any proposed business combination disrupts current plans and operations; (8) 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; (9) costs related to the proposed business combination; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 Registration Statement and the definitive proxy statement/prospectus related to the transaction, 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 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. Neither X-energy nor AAC gives any assurance that either X-energy or AAC, respectively, will achieve its expectations.

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 definitive 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. 

CONTACTS

X-energy 

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

Department of Defense Expands X-energy Contract for Mobile Microreactor Prototype

ROCKVILLE, MD – September 15, 2023 – X-Energy Reactor Company, LLC (“X-energy”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, and the U.S. Department of Defense (“DoD” and “the department”) announced today an agreement to an expanded contract under the department’s Project Pele initiative to develop a transportable, cost-effective advanced nuclear microreactor prototype for use in remote military locations. X-energy expects to advance the design of its prototype – which could ultimately be used for commercial or industrial use in civilian applications – through an award of $17.49 million within an existing contract with the DOD.

The department’s Strategic Capabilities Office (“SCO”) launched Project Pele in 2019 to develop a fourth-generation nuclear microreactor to deliver reliable, carbon-free energy to support remote and austere environments. X-energy was one of two teams selected from a preliminary design competition to deliver a final design to the department in 2022.

“We learned a tremendous amount while working through the first phase of Project Pele with subject matter experts at the Department of Defense,” said Harlan Bowers, X-energy president, who led the project team during the initial phase of work. “We intend to build on the knowledge and experience from the first phase of work to create a clean, practical, and cost-effective microreactor to be competitive with fossil fuel-based power generation used today. We expect this next phase of work to include the refining of our design, prototype testing, and initiation of reviews with the U.S. Nuclear Regulatory Commission to ensure our microreactor meets safety standards and can be licensed for civilian use in the U.S.”

The DoD estimates that it uses approximately 30 Terawatt-hours of electricity per year and more than 10 million gallons of fuel per day—levels the department only expects to increase due to anticipated electrification of the vehicle fleet and maturation of future energy-intensive capabilities. Safe, small, transportable nuclear reactors are expected to help address this growing demand with resilient, carbon-free energy sources that do not add to the DoD’s liquid fuel needs and associated logistics challenges, while supporting mission-critical operations in remote and austere environments.

X-energy’s expanded contract is intended to provide the department with two microreactor designs sought through Project Pele, while also providing a commercial pathway for the adoption of microreactor technology in other applications. X-energy’s transportable microreactor is designed to generate in the range of three to five megawatts and is differentiated to be cost-competitive with remote diesel power. X-energy will initiate pre-licensing engagement with the NRC, in order to enable a broad range of deployment possibilities to decarbonize off-grid, remote, or small-scale grid resiliency needs.

“Due to their extraordinary energy density, nuclear reactors have the potential to serve multiple critical functions for meeting resiliency needs in contested logistical environments,” said Dr. Jeff Waksman, Project Pele program manager. “By developing two unique designs, we will provide the Services with a broad range of options as they consider potential uses of nuclear power for both Installation and Operational energy applications in the near future.”

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

In December 2022, X-energy entered into a definitive business combination agreement with Ares Acquisition Corporation (NYSE: AAC) (“AAC”), a publicly-traded special purpose acquisition company. Upon the closing of the transaction, which is expected to be completed in the fourth quarter of 2023, the combined company will be named X-Energy, Inc. and its Class A common stock and warrants are expected to be listed on the New York Stock Exchange.  Completion of the transaction is subject to approval by AAC’s shareholders, the Registration Statement (as defined below) being declared effective by the Securities and Exchange Commission (the “SEC”), and other customary closing conditions.

 About Ares Acquisition Corporation

Ares Acquisition Corporation (NYSE: 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 Reactor Company, LLC (“X-energy”), AAC filed a registration statement on Form S-4 on January 25, 2023 (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 thereto, filed on March 24, 2023, June 12, 2023, July 3, 2023 and July 25, 2023, respectively, the “Registration Statement”) with the SEC, which includes 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 declared effective, AAC will mail a copy of the definitive proxy statement/prospectus, when available, to its shareholders. The Registration Statement includes 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 OR INVESTMENT 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 and the Investment, the anticipated timing of the Business Combination and the Investment, 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 the Business Combination; (2) the inability to complete the Business Combination or related transactions, including the Investment, as a result of redemptions or otherwise; (3) the inability to raise sufficient capital to fund our business plan, including limitations on the amount of capital raised in the Business Combination as a result of redemptions or otherwise; (4) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals or complete regulatory reviews required to complete the Business Combination; (7) the risk that the Business Combination disrupts current plans and operations; (8) the inability to recognize the anticipated benefits of the 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; (9) costs related to the Business Combination and the Investment; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 Registration Statement and 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 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. Neither X-energy nor AAC gives any assurance that either X-energy or AAC, respectively, will achieve its expectations.

 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.

CONTACTS

X-energy 

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

X-energy and Ares Acquisition Corporation Announce Additional Committed Capital and Attractive Strategic Updates to Business Combination

Acquisition Corporation Announce Additional Committed Capital and Attractive Strategic Updates to Business Combination  

Ares Management Upsizes Total Commitment to $80 Million with $50 million PIPE Investment 

X-energy Founder Kam Ghaffarian Commits Approximately $30 million

X-Energy’s Pre-Money Equity Value Revised to $1.05 Billion Under Amended Terms, Providing a Compelling Entry Point for Investors 

ROCKVILLE, MD and NEW YORK, NY – September 13, 2023 (BUSINESS WIRE) – X-Energy Reactor Company, LLC (“X-energy”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, and Ares Acquisition Corporation (NYSE: AAC) (“AAC”), a publicly-traded special purpose acquisition company, announced today strategic updates to their previously announced business combination.

Ares Management Corporation (NYSE: ARES) (“Ares”) has committed to a PIPE investment comprising $50 million of convertible preferred stock (the “PIPE”) in the combined company, and X-energy Founder and Executive Chairman, Kam Ghaffarian, Ph.D., has agreed to contribute approximately $30 million to repay certain of X-energy’s outstanding debt and will receive an additional approximately $30 million of PIPE shares upon the closing of the transaction. The PIPE investment and contribution (the “Investments”) are anticipated to close in connection with the completion of the business combination. When combined with Ares’ existing $30 million investment funded shortly after the transaction announcement in December 2022, Ares will have invested a total of $80 million in X-energy upon the closing of the business combination.

Combined with X-energy’s $103 million C-2 private financing and cash-in-trust, this additional capital is expected to deliver approximately $534 million to the combined company, assuming no redemptions by AAC shareholders in connection with the shareholder vote to approve the business combination. The additional capital will help accelerate the development and deployment of X-energy’s advanced technology.

In connection with the Investments, X-energy and AAC have amended the terms of their business combination agreement to revise X-energy’s pre-money equity value to $1.05 billion from $1.8 billion. After adjusting for market conditions, X-energy and AAC believe the amended terms provide an even more attractive entry point for investors to participate in the potential long-term upside of X-energy’s leading nuclear technology and future energy market position. X-energy and AAC are committed to driving long-term value creation for all stakeholders.

“The transition to clean energy is rapidly accelerating across the globe and nuclear is well-positioned to lead the way as a clean, safe, secure and affordable solution,” said Kam Ghaffarian, Ph. D., Founder and Executive Chairman of X-energy. “The additional investments from Ares and myself provide added capital to help accelerate X-energy’s ability to deliver advanced small modular nuclear reactor technology. We are committed to aligning ourselves with shareholders and the updated valuation underscores that alignment.”

“We are pleased to receive these latest commitments from Ares and Kam, which we believe reflect the robust demand for our proprietary technology and our ability to deliver cost-effective, safe and zero-carbon energy for customers and communities,” said J. Clay Sell, Chief Executive Officer of X-energy. “At the same time, we recognize the opportunity presented by evolving market dynamics to revise the valuation of the transaction and provide a more attractive entry point for investors. We appreciate the continued support from Ares as X-energy remains focused on executing against our strategy for long-term growth.”

"As we continue to make progress toward the completion of the business combination, we are pleased to reaffirm our alignment with our shareholders through an upsized post-closing commitment of $50 million and a revised valuation,” said David Kaplan, Co-Chairman and Chief Executive Officer of AAC and Co-Founder, Director and Partner of Ares. “We look forward to welcoming additional investors who have the opportunity to participate in the future upside of X-energy as a differentiated leader in affordable clean energy generation.”

Transaction Details

In December 2022, X-energy entered into a definitive business combination agreement with AAC. Upon the closing of the transaction, which is expected to be completed in the fourth quarter of 2023, the combined company will be named X-Energy, Inc. and its Class A common stock and warrants are expected to be listed on the New York Stock Exchange.

Completion of the transaction is subject to approval by AAC’s shareholders, the Registration Statement (as defined below) being declared effective by the Securities and Exchange Commission (the “SEC”), and other customary closing conditions.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

About Ares Acquisition Corporation

Ares Acquisition Corporation (NYSE: 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 Reactor Company, LLC (“X-energy”), AAC filed a registration statement on Form S-4 on January 25, 2023 (as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4 thereto, filed on March 24, 2023, June 12, 2023, July 3, 2023 and July 25, 2023, respectively, the “Registration Statement”) with the SEC, which includes 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 declared effective, AAC will mail a copy of the definitive proxy statement/prospectus, when available, to its shareholders. The Registration Statement includes 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 OR INVESTMENT 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 and the Investments, the anticipated timing of the Business Combination and the Investments, 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 the Business Combination; (2) the inability to complete the Business Combination or related transactions, including the Investments, as a result of redemptions or otherwise; (3) the inability to raise sufficient capital to fund our business plan, including limitations on the amount of capital raised in the Business Combination as a result of redemptions or otherwise; (4) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) delays in obtaining, adverse conditions contained in, or the inability to obtain necessary regulatory approvals or complete regulatory reviews required to complete the Business Combination; (7) the risk that the Business Combination disrupts current plans and operations; (8) the inability to recognize the anticipated benefits of the 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; (9) costs related to the Business Combination and the Investments; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 Registration Statement and 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 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. Neither X-energy

nor AAC gives any assurance that either X-energy or AAC, respectively, will achieve its expectations.

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.

CONTACTS

X-energy 

Media:
Robert McEntyre
media@x-energy.com

Ares Acquisition Corporation

Investors:

Carl Drake and Greg Mason

+1-888-818-5298

IR@AresAcquisitionCorporation.com

Media:

Jacob Silber

+1-212-301-0376

media@aresmgmt.com

---

X-energy Announces Appointment of Gregory J. Goff to Board of Directors

ROCKVILLE, Maryland, August 7, 2023 – X-Energy Reactor Company, LLC (“X-energy” or the “Company”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, today announced the appointment of Gregory J. Goff to the Company’s Board of Directors (the “Board”), effective immediately.

Mr. Goff currently serves on the boards of Exxon Mobil Corporation (NYSE: XOM) (“Exxon”) and Avient Corporation (NYSE: AVNT) (“Avient”). Mr. Goff is also the founder and president of G&S Energy, a company focused on creating businesses in the energy sector, and GJG Development, a real estate development company.

Previously, Mr. Goff served as the Executive Vice Chairman of Marathon Petroleum Corporation (NYSE: MPC) (“Marathon Petroleum”), an integrated downstream energy company, until his retirement in 2019. He joined Marathon Petroleum in 2018 following its acquisition of Andeavor, a leading petroleum refining and marketing company. From 2010 to 2018, he served as President and Chief Executive Officer of Andeavor, and as its Chairman from 2014 to 2018. In 2018, Harvard Business Review named Mr. Goff one of the “Best-Performing CEOs in the World.” Prior to joining Andeavor, Mr. Goff had an almost 30-year career with ConocoPhillips, during which he held various senior leadership positions in exploration and production and downstream and most recently served as Senior Vice President of commercial businesses from 2008 to 2010.

Mr. Goff is the Executive Director of the GGoff Foundation and founder of the Goff Strategic Leadership Center at the University of Utah and serves on the National Advisory Board for the University of Utah’s David Eccles School of Business. Mr. Goff holds a BS and an MBA from the University of Utah.

“We are thrilled to welcome Greg to the Board of X-energy. This is a momentous time for the Company as we are poised to address the critical needs of customers for clean, affordable, safe, and reliable energy,” said X-energy founder and Executive Chairman Kam Ghaffarian. “Greg brings an exceptional reputation and a nearly 40-year track record in the energy industry, including his tenure on the Exxon and Avient boards and past experience as an executive at Marathon Petroleum, Andeavor, and ConocoPhillips. We believe his significant leadership, operational, and governance experience will be critical to our transformation to and growth as a public company.”

“With its safe, advanced nuclear design, growing customer pipeline, and attractive business model, I believe X-energy is at the forefront of the commercialization and adaptation of advanced nuclear in order to achieve U.S. and global decarbonization, national security, and economic security objectives,” said Mr. Goff. “I am honored to join the Board and look forward to working with the team as we build-out clean and stable generation resources to address the global need for clean energy.”

As previously announced, X-energy has entered into a definitive business combination agreement with Ares Acquisition Corporation (NYSE: AAC) (“AAC”), a publicly-traded special purpose acquisition company. Upon the closing of the transaction, the combined company will be named X-Energy, Inc. and its common equity securities and warrants are expected to be listed on the New York Stock Exchange.

Completion of the transaction is subject to approval by AAC’s shareholders, the Registration Statement being declared effective by the SEC, and other customary closing conditions.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 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 filed a registration statement on Form S-4 on January 25, 2023, as amended by Amendment No. 1 thereto, filed on March 24, 2023, Amendment No. 2 thereto, filed on June 12, 2023, Amendment No. 3 thereto, filed on July 3, 2023 and Amendment No. 4 thereto, filed on July 25, 2023 (the “Registration Statement”) with the SEC, which includes 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 declared effective, AAC will mail a copy of the definitive proxy statement/prospectus, when available, to its shareholders. The Registration Statement includes 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, expectations with regards to X-energy’s partnership with Dow 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) the 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) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) 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; (7) the risk that any proposed business combination disrupts current plans and operations; (8) 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; (9) costs related to the proposed business combination; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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 under “Additional Information and Where to Find It” .in the preceding paragraph.

Additional Information and Where to Find It

X-energy

Media:
Robert McEntyre
media@x-energy.com

AACres Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason
+1-888-818-5298
R@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

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Energy Northwest and X-energy Sign Joint Development Agreement for Xe-100 Advanced Small Modular Reactor Project

Energy Northwest and X-energy Sign Joint Development Agreement for Xe-100 Advanced Small Modular Reactor Project

Project to potentially deploy up to 12 Xe-100 modules, 960 MW of Carbon-Free Power

RICHLAND, Washington and ROCKVILLE, Maryland – July 19, 2023 – Energy Northwest, a premier provider of carbon-free electricity, and X-Energy Reactor Company, LLC (“X-energy”), a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation, today announced the signing of a joint development agreement (“JDA”) for up to 12 Xe-100 advanced small modular reactors in central Washington capable of generating up to a total of 960 megawatts of carbon-free electricity. Energy Northwest expects to bring the first Xe-100 module online by 2030.

Energy Northwest owns or operates numerous clean energy generating facilities throughout the Northwest region of the United States, including Columbia Generating Station in Richland, which is the only commercial nuclear energy facility in the region. Under the JDA, the Xe-100 project is expected to be developed at a site controlled by Energy Northwest adjacent to Columbia Generating Station.

Energy Northwest and X-energy have engaged extensively on plans for an Xe-100 facility in central Washington since 2020. The JDA defines and details the scope, location, and schedule under which the commercial development of the project will move forward. The companies will also work together to determine the best approaches to licensing and regulatory matters, as well as the project delivery model.

“Energy Northwest’s mission is to provide the region with clean, reliable and affordable electricity, and X-energy’s innovative advanced reactor technology will be a valuable addition to our existing portfolio of carbon-free electric generating resources,” said Bob Schuetz, CEO of Energy Northwest. “As the Northwest region of the United States pursues a future clean energy grid, it is clear it will need new sources of dependable, carbon-free power. X-energy’s Xe-100 advanced reactor technology possesses many attributes ideally suited to a carbon-constrained electric system, and this agreement reflects our determination to deliver the technologies to meet growing clean energy needs.”

“Energy Northwest is a leader in building the clean energy grid, and the advancement of our partnership is expected to help meet growing commercial and household demand for reliable carbon-free energy across the state of Washington,” said J. Clay Sell, CEO of X-energy. “X-energy is eager to bring the insights and learnings from our ARDP experience to successfully deliver an Xe-100 nuclear power plant in central Washington. Energy Northwest’s experience as a leading nuclear operator in the region uniquely positions it to showcase the benefits and scalability of advanced nuclear.”

Each Xe-100 module can provide 80 megawatts of full-time electricity or 200 megawatts of high-temperature steam. X-energy’s innovative and simplified modular design is road-shippable and intended to drive scalability, accelerate construction timelines and create more predictable and manageable construction costs. The Xe-100 high-temperature gas-cooled reactor technology can power a broad range of applications through its high-temperature steam output that can address the needs of large regional electricity providers as well as industrial manufacturing systems.

As previously announced in May 2023, Dow Inc. (NYSE: DOW) selected its UCC Seadrift Operations manufacturing site on the Texas Gulf Coast for X-energy’s first deployment of the Xe-100 as part of the U.S. Department of Energy’s Advanced Reactor Demonstration Program (“ARDP”). X-energy was awarded $1.2 billion from the U.S. Department of Energy in 2021 under the ARDP in federal cost-shared funding to develop, license, build and demonstrate an operational advanced reactor and fuel fabrication facility by the end of the decade. 

Additional Attributable Quotes:

United States Representative Dan Newhouse, 4th District of Washington

• “It is exciting to see Energy Northwest and X-energy keep Central Washington at the forefront of energy innovation in this country while delivering on the growing need for clean energy technologies. Advanced nuclear technology is bringing next-generation development to the marketplace, strengthening our nation's energy security and providing economic security for businesses in the Tri-Cities and beyond. I look forward to seeing the great benefits this project will bring to our communities and our nation.”

Nick Bumpaous, president of Central Washington Building & Construction Trades

• “For generations, the Central Washington Building and Construction Trades Unions have provided the highest level of skill, talent and professionalism to our industry and our community. Today’s historic announcement between Energy Northwest and X-energy will not only secure Washington’s ability to provide clean, affordable, and dispatchable energy throughout our region, but will supply job opportunities for hundreds of our members and their families. On behalf the over 20,000 working families, their Unions, and our partner contractors, we are excited to be a part of this extremely important project.”

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About Energy Northwest

Energy Northwest is a Washington state public power joint operating agency and a premier provider of carbon-free electricity. Energy Northwest comprises 28 public power member utilities, serving more than 1.5 million customers, and provides its members and regional customers with safe, reliable, cost-effective, responsible power generation and innovative energy and business solutions. The agency owns and operates hydroelectric, solar, battery storage, wind and the Northwest's only nuclear power facility. Energy Northwest also delivers transportation electrification infrastructure and explores new generation projects to the benefit of public power.

About X-Energy Reactor Company, LLC

X-Energy Reactor Company, LLC, is a leading developer of advanced small modular nuclear reactors and fuel technology for clean energy generation that is redefining the nuclear energy industry through its development of safer and more efficient 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 conventional nuclear. For more information, visit X-energy.com or connect with us on Twitter or LinkedIn.

As previously announced on December 6, 2022, X-energy entered into a definitive business combination agreement with Ares Acquisition Corporation (NYSE: AAC) (“AAC”), a publicly-traded special purpose acquisition company. Upon the closing of the transaction, which is expected to be completed in the summer 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 New York Stock Exchange.

Completion of the transaction is subject to approval by AAC’s shareholders, the Registration Statement being declared effective by the SEC, and other customary closing conditions.

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 filed a registration statement on Form S-4 on January 25, 2023, as amended by Amendment No. 1 thereto, filed on March 24, 2023, Amendment No. 2 thereto, filed on June 12, 2023 and Amendment No. 3 thereto, filed on July 3, 2023 (the “Registration Statement”) with the SEC, which includes 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 declared effective, AAC will mail a copy of the definitive proxy statement/prospectus, when available, to its shareholders. The Registration Statement includes 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 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.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, expectations with regards to X-energy’s partnership with Dow 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) the 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) the failure to obtain additional funding from the U.S. government or our ARDP partner for the ARDP; (5) unexpected increased project costs, increasing as a result of macroeconomic factors, such as inflation and rising interest rates; (6) 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; (7) the risk that any proposed business combination disrupts current plans and operations; (8) 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; (9) costs related to the proposed business combination; (10) changes in the applicable laws or regulations; (11) the possibility that X-energy may be adversely affected by other economic, business, and/or competitive factors; (12) the persistent impact of the global COVID-19 pandemic; (13) economic uncertainty caused by the impacts of the conflict in Russia and Ukraine and rising levels of inflation and interest rates; (14) the ability of X-energy to obtain regulatory approvals necessary for it to deploy its small modular reactors in the United States and abroad; (15) whether government funding for high assay low enriched uranium for government or commercial uses will result in adequate supply on anticipated timelines to support X-energy’s business; (16) the impact and potential extended duration of the current supply/demand imbalance in the market for low enriched uranium; (17) 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; (18) X-energy’s limited operating history makes it difficult to evaluate its future prospects and the risks and challenges it may encounter; and (19) 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.

Energy Northwest
Jason Herbert
jcherbert@energy-northwest.com
+1-703-622-2010

X-energy

Media:
Robert McEntyre
media@x-energy.com

 
Ares Acquisition Corporation

Investors:
Carl Drake and Greg Mason

+1-888-818-5298
IR@AresAcquisitionCorporation.com

Media:
Jacob Silber
+1-212-301-0376
media@aresmgmt.com

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