NuScale Power (SMR) 10-Q 9 Aug 23 2023 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Jun. 30, 2023	Aug. 04, 2023
Entity Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2023
Document Transition Report	false
Entity File Number	001-04321
Entity Registrant Name	NUSCALE POWER CORPORATION
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	98-1588588
Entity Address, Address Line One	6650 SW Redwood Ln Suite 210
Entity Address, City or Town	Portland
Entity Address, State or Province	OR
Entity Address, Postal Zip Code	97224
City Area Code	971)
Local Phone Number	371-1592
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Central Index Key	0001822966
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Amendment Flag	false
Class A
Entity Information [Line Items]
Title of 12(b) Security	Class A common stock, $0.0001 par value per share
Trading Symbol	SMR
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		74,483,214
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Entity Information [Line Items]
Title of 12(b) Security	Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per share
Trading Symbol	SMR.WS
Security Exchange Name	NYSE
Class B
Entity Information [Line Items]
Entity Common Stock, Shares Outstanding		154,720,015

Condensed Consolidated Balance

Condensed Consolidated Balance Sheet - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Current assets
Cash and cash equivalents	$ 154,409	$ 217,685
Short-term investments	0	50,000
Prepaid expenses	8,732	5,531
Accounts and other receivables	24,920	11,199
Total current assets	188,061	284,415
Property, plant and equipment, net	5,237	4,770
In-process research and development	16,900	16,900
Intangible assets, net	970	1,059
Goodwill	8,255	8,255
Restricted cash	60,192	26,532
Other assets	5,949	6,704
Long-term contract work in process	23,900	0
Total assets	309,464	348,635
Current liabilities
Accounts payable and accrued expenses	28,072	27,951
Accrued compensation	6,403	9,038
Other accrued liabilities	1,672	1,568
Total current liabilities	36,147	38,557
Warrant liabilities	23,258	29,349
Noncurrent liabilities	2,076	2,786
Deferred revenue	23,779	856
Total liabilities	85,260	71,548
Stockholders’ Equity
Additional paid-in capital	312,618	296,748
Accumulated deficit	(202,577)	(182,092)
Total Stockholders’ Equity Excluding Noncontrolling Interests	110,064	114,679
Noncontrolling interests	114,140	162,408
Total Stockholders' Equity	224,204	277,087
Total Liabilities and Stockholders' Equity	309,464	348,635
Class A
Stockholders’ Equity
Common stock, value	7	7
Class B
Stockholders’ Equity
Common stock, value	$ 16	$ 16

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheet (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Common stock, par value (usd per share)		$ 0.0001
Common stock, shares authorized (shares)	332,000,000
Class A
Common stock, par value (usd per share)	$ 0.0001
Common stock, shares authorized (shares)		332,000,000
Common stock, shares outstanding (shares)	74,045,206	69,353,019
Common stock, shares issued (shares)	74,045,206	69,353,019
Class B
Common stock, par value (usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (shares)	179,000,000	179,000,000
Common stock, shares outstanding (shares)	154,720,015	157,090,820
Common stock, shares issued (shares)	154,720,015	157,090,820

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Income Statement [Abstract]
Revenue	$ 5,795	$ 2,749	$ 11,300	$ 5,194
Cost of sales	(5,765)	(1,739)	(9,181)	(2,944)
Gross margin	30	1,010	2,119	2,250
Research and development expenses	26,932	29,506	54,502	54,369
General and administrative expenses	16,323	11,968	31,018	22,488
Other expenses	12,896	12,202	28,192	21,907
Loss from operations	(56,121)	(52,666)	(111,593)	(96,514)
Sponsored cost share	16,337	25,172	34,210	45,749
Change in fair value of warrant liabilities	7,199	6,120	6,091	6,120
Interest income (expense)	2,851	(6)	5,948	(108)
Loss before income taxes	(29,734)	(21,380)	(65,344)	(44,753)
Provision (benefit) for income taxes	0	0	0	0
Net loss	(29,734)	(21,380)	(65,344)	(44,753)
Net loss attributable to legacy NuScale LLC holders prior to Transaction	0	(7,782)	0	(31,155)
Net loss attributable to noncontrolling interests	(20,211)	(11,005)	(44,859)	(11,005)
Net Loss Attributable to Class A Common Stockholders	$ (9,523)	$ (2,593)	$ (20,485)	$ (2,593)
Loss per Share of Class A Common Stock:
Basic (usd per share)	$ (0.13)	$ (0.06)	$ (0.29)	$ (0.06)
Diluted (usd per share)	$ (0.13)	$ (0.06)	$ (0.29)	$ (0.06)
Weighted-Average Shares of Class A Common Stock Outstanding:
Basic (shares)	72,125,375	42,028,341	70,913,646	42,028,341
Diluted (shares)	72,125,375	42,028,341	70,913,646	42,028,341

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders’ Equity - USD ($) $ in Thousands	Total	Class A	Class B	Convertible Preferred Units	Common Units	Common Stock Class A	Common Stock Class B	Additional Paid-in Capital	Accumulated Deficit	Noncontrolling Interests
Beginning balance (shares) at Dec. 31, 2021	6,000,000
Beginning balance at Dec. 31, 2021	$ 2,140
Increase (Decrease) in Temporary Equity [Roll Forward]
Reverse recapitalization, net (shares)	6,000,000
Reverse recapitalization, net	$ 2,140
Ending balance (shares) at Jun. 30, 2022	0
Ending balance at Jun. 30, 2022	$ 0
Beginning balance (shares) at Dec. 31, 2021				633,261,000
Beginning balance at Dec. 31, 2021				$ 819,694	$ 28,184
Beginning balance (shares) at Dec. 31, 2021					9,074,000
Beginning balance (shares) at Dec. 31, 2021						0	0
Beginning balance at Dec. 31, 2021	66,258					$ 0	$ 0	$ 0	$ (781,620)	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common unit options (shares)					3,764,000
Exercise of common unit options	847				$ 847
Repurchase of common units (shares)					(358,000)
Repurchase of common units	(566)				$ (566)
Issuance of treasury units (shares)					12,000
Issuance of treasury units	20				$ 20
Conversion of equity award to liability award	(50)				(50)
Equity-based compensation expense	2,132				$ 1,359			773
Net loss	(44,753)
Reverse recapitalization, net (in shares)				(633,261,000)	(12,492,000)	42,028,000	178,397,000
Reverse recapitalization, net	307,850			$ (819,694)	$ (29,794)	$ 4	$ 18	220,606	656,597	280,113
Net loss attributable to legacy NuScale LLC holders prior to Transaction	(31,155)								(31,155)
Net loss after the Transaction	(13,598)								(2,593)	(11,005)
Ending balance (shares) at Jun. 30, 2022				0
Ending balance at Jun. 30, 2022				$ 0	$ 0
Ending balance (shares) at Jun. 30, 2022					0
Ending balance (shares) at Jun. 30, 2022						42,028,000	178,397,000
Ending balance at Jun. 30, 2022	$ 331,738					$ 4	$ 18	221,379	(158,771)	269,108
Beginning balance (shares) at Mar. 31, 2022	6,000,000
Beginning balance at Mar. 31, 2022	$ 2,140
Increase (Decrease) in Temporary Equity [Roll Forward]
Reverse recapitalization, net (shares)	(6,000,000)
Reverse recapitalization, net	$ (2,140)
Ending balance (shares) at Jun. 30, 2022	0
Ending balance at Jun. 30, 2022	$ 0
Beginning balance (shares) at Mar. 31, 2022				633,261,000
Beginning balance at Mar. 31, 2022				$ 819,694	$ 29,082
Beginning balance (shares) at Mar. 31, 2022					11,671,000
Beginning balance (shares) at Mar. 31, 2022						0	0
Beginning balance at Mar. 31, 2022	43,783					$ 0	$ 0	0	(804,993)	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common unit options (shares)					836,000
Exercise of common unit options	377				$ 377
Repurchase of common units (shares)					(15,000)
Repurchase of common units	(3)				$ (3)
Issuance of treasury units	0
Conversion of equity award to liability award	0
Equity-based compensation expense	1,111				$ 338			773
Net loss	(21,380)
Reverse recapitalization, net (in shares)				(633,261,000)	(12,492,000)	42,028,000	178,397,000
Reverse recapitalization, net	307,850			$ (819,694)	$ (29,794)	$ 4	$ 18	220,606	656,597	280,113
Net loss attributable to legacy NuScale LLC holders prior to Transaction	(7,782)								(7,782)
Net loss after the Transaction	(13,598)								(2,593)	(11,005)
Ending balance (shares) at Jun. 30, 2022				0
Ending balance at Jun. 30, 2022				$ 0	$ 0
Ending balance (shares) at Jun. 30, 2022					0
Ending balance (shares) at Jun. 30, 2022						42,028,000	178,397,000
Ending balance at Jun. 30, 2022	331,738					$ 4	$ 18	221,379	(158,771)	269,108
Beginning balance (shares) at Dec. 31, 2022		69,353,019	157,090,820			69,353,000	157,091,000
Beginning balance at Dec. 31, 2022	277,087					$ 7	$ 16	296,748	(182,092)	162,408
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	8,090							8,090
Exercise of common share options and warrants and vested RSUs (in shares)						2,321,000
Exercise of common share options and warrants and vested RSUs	4,371							4,371
Conversion of combined interests into Class A common stock (in shares)		2,370,805	(2,370,805)			2,371,000	(2,371,000)
Conversion of combined interests into Class A common stock	0
Rebalancing of ownership percentage for conversion of combined interest into Class A shares	0							3,409		(3,409)
Net loss	(65,344)								(20,485)	(44,859)
Net loss attributable to legacy NuScale LLC holders prior to Transaction	0
Ending balance (shares) at Jun. 30, 2023		74,045,206	154,720,015			74,045,000	154,720,000
Ending balance at Jun. 30, 2023	224,204					$ 7	$ 16	312,618	(202,577)	114,140
Beginning balance (shares) at Mar. 31, 2023						70,061,000	157,091,000
Beginning balance at Mar. 31, 2023	246,731					$ 7	$ 16	302,487	(193,054)	137,275
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Equity-based compensation expense	4,453							4,453
Exercise of common share options and warrants and vested RSUs (in shares)						1,613,000
Exercise of common share options and warrants and vested RSUs	2,754							2,754
Conversion of combined interests into Class A common stock (in shares)		2,370,805	(2,370,805)			2,371,000	(2,371,000)
Conversion of combined interests into Class A common stock	0
Rebalancing of ownership percentage for conversion of combined interest into Class A shares	0							2,924		(2,924)
Net loss	(29,734)								(9,523)	(20,211)
Net loss attributable to legacy NuScale LLC holders prior to Transaction	0
Ending balance (shares) at Jun. 30, 2023		74,045,206	154,720,015			74,045,000	154,720,000
Ending balance at Jun. 30, 2023	$ 224,204					$ 7	$ 16	$ 312,618	$ (202,577)	$ 114,140

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022
OPERATING CASH FLOW
Net loss	$ (65,344)	$ (44,753)
Adjustments to reconcile net loss to operating cash flow:
Depreciation	1,172	1,215
Amortization of intangibles	89	89
Equity-based compensation expense	8,090	2,132
Change in fair value of warrant liabilities	(6,091)	(6,120)
Net noncash change in right of use assets and lease liabilities	10	803
Changes in assets and liabilities:
Prepaid expenses and other assets	(2,567)	(2,597)
Accounts receivable	(13,721)	(10,168)
Long-term contract work in process	(23,900)	0
Accounts payable and accrued expenses	327	1,685
Lease liability	(720)	(812)
Deferred revenue	22,923	(621)
Accrued compensation	(2,635)	(4,905)
Net cash used in operating activities	(82,367)	(64,052)
INVESTING CASH FLOW
Sale of short-term investments	50,000	0
Purchases of property, plant and equipment	(1,620)	(1,581)
Net cash provided by (used in) investing activities	48,380	(1,581)
FINANCING CASH FLOW
Proceeds from Transaction, net	0	341,462
Payments of Transaction costs	0	(2,401)
Proceeds from exercise of common unit options	0	847
Repurchase of common units	0	(566)
Issuance of treasury units	0	20
Proceeds from exercise of warrants and common share options	4,371	0
Net cash provided by financing activities	4,371	339,362
Net change in cash and cash equivalents	(29,616)	273,729
Cash and Cash Equivalents [Abstract]
Beginning of period	244,217	77,094
End of period	214,601	350,823
Summary of noncash investing and financing activities:
Assumption of Transaction warrant liabilities	0	47,532
Debt converted to equity	0	14,181
Conversion of equity options to liability award	0	50
Plant, property and equipment in accounts payable	$ 19	$ 0

Nature of Business

Nature of Business	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	Nature of Business Organization and Operations NuScale Power Corporation (“NuScale Corp”, the “Company”, “us”, “we” or “our”) is commercializing a modular, scalable 77 MWe (gross) light water reactor nuclear power plant using exclusive rights to a nuclear power plant design obtained from Oregon State University. The Company is majority owned by Fluor. Merger with Spring Valley In December 2021, NuScale LLC entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Spring Valley Acquisition Corp. (“Spring Valley”) and Spring Valley Merger Sub, LLC (“Merger Sub”), a wholly owned subsidiary of Spring Valley. Pursuant to the Merger Agreement, Merger Sub merged with and into NuScale LLC (the “Merger”), with NuScale LLC surviving the Merger (the “Surviving Company”), Spring Valley being renamed NuScale Corp, and NuScale LLC continuing to be held as a wholly controlled subsidiary of NuScale Power Corporation in an “Up-C” structure. On May 2, 2022, the Merger Agreement and Merger (collectively the “Transaction”) was completed. The Transaction is shown as a reverse recapitalization under GAAP. Spring Valley is the acquired company, with NuScale LLC treated as the acquirer. This determination reflects Legacy NuScale Equityholders holding a majority of the voting power of NuScale Corp, NuScale LLC’s pre-merger operations being the majority post-merger operations of NuScale Corp and NuScale LLC’s management team retaining similar roles at NuScale Corp. Accordingly, although NuScale Corp (f/k/a Spring Valley) is the parent company, GAAP dictates that the financial statements of NuScale Corp represent a continuation of NuScale LLC’s operations, with the Transaction being treated as though NuScale LLC issued ownership interests for Spring Valley, accompanied by a recapitalization. The net assets of NuScale LLC are stated at historical cost, with no incremental goodwill or other intangible assets recorded for the effects of the Transaction. The consummation of the Transaction resulted in NuScale LLC receiving cash equal to $341.5 million and assuming Warrant liabilities valued at $47.5 million.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Significant Accounting Policies	Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements and related notes do not include notes and certain financial information normally presented annually under GAAP, and therefore should be read in conjunction with our 2022 Annual Report on Form 10-K. Accounting measures at interim dates inherently involve greater reliance on estimates than at year-end. Although such estimates are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available, our reported results of operations may not necessarily be indicative of results that we expect for the full year. These financial statements are unaudited. In management’s opinion, they contain all adjustments of a normal recurring nature which are necessary to present fairly our financial position and our operating results as of and for the interim periods presented. Principles of Consolidation As part of the Transaction, NuScale Corp has been determined to be the primary beneficiary of NuScale LLC, a variable interest entity (“VIE”). As the sole managing member of NuScale LLC, NuScale Corp has both the power to direct the activities, and direct ownership to share in the revenues and expenses of NuScale LLC. As such, all the activity of NuScale LLC has been consolidated in the accompanying condensed consolidated financial statements. All assets and liabilities included in the balance sheet are that of NuScale LLC, other than the NuScale Corp Warrants and certain prepaid insurance. All significant intercompany transactions have been eliminated upon consolidation. Changes in Presentation For the six months ended June 30, 2022, amounts totaling $115 were previously included in Interest income (expense) and have been reclassified to Sponsored cost share to conform to the current year presentation on the accompanying condensed consolidated statements of operations. No such reclassifications were required for the 2023 fiscal year. For the three months ended June 30, 2022 , amounts totaling $878 and $2,597 were reclassified out of R&D expenses and into G&A expenses and Other expenses, respectively, to conform to the current year presentation. During the six months ended June 30, 2023, R&D expenses totaling $1,855 were reclassified to Other expenses to conform to the current year presentation, while for the six months ended June 30, 2022, $1,361 and $2,114 have been reclassified out of R&D expenses and into G&A expenses and Other expenses, respectively, to conform to the current year presentation. Cash, Cash Equivalents and Restricted Cash Cash equivalents represent short-term, highly liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase. Cash equivalents with an initial maturity of between three and twelve months at time of purchase are presented as short-term investments on the accompanying condensed consolidated balance sheet. Cash equivalents and Short-term investments consist of certificates of deposit. These certificates of deposit are classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost. Cash in the amount of $60,192 was restricted as collateral for the letter of credit associated with the Development Cost Reimbursement Agreement (“DCRA”) at June 30, 2023 (See Note 13). The DCRA spans multiple years requiring the amount to be classified as a noncurrent asset, included in Restricted cash in the accompanying condensed consolidated balance sheet. The restricted cash balance plus Cash and cash equivalents on the accompanying condensed consolidated balance sheet equals cash, cash equivalents and restricted cash, as reflected in the accompanying condensed consolidated statements of cash flows. Warrant Liability The Company accounts for the Warrants in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statements of operations. The fair value of the Public and Private Placement Warrants has been estimated using the Public Warrants’ quoted market price. See note 4 for further discussion of the terms of the Warrants and note 5 for further discussion of the methodology used to determine the value of the Warrants. Sponsored cost share As we continue to advance our commercialization activities, we have begun to enter into cost share agreements with various entities, including both governmental and private, under which the Company is reimbursed for specific R&D activities. Currently, these entities include the DOE, United States Trade and Development Agency (“USTDA”) and CFPP LLC. Since 2014, the DOE has provided critical funding to the Company through a series of cooperative agreements that support ongoing commercialization activities. During the three months ended June 30, 2023 and 2022, DOE cost share totaled $7,193 and $25,172, respectively, while for the six months ended June 30, 2023 and 2022, DOE cost share totaled $19,547 and $45,634, respectively. Beginning in 2021, the Company partnered with USTDA to develop SMRs in foreign markets. Under USTDA’s technical assistance grant program we receive cost share commitments to support licensing work in these foreign markets. During the three months ended June 30, 2023, USTDA cost share totaled $6,882 with no cost share during the same period in the prior year, while during the six months ended June 30, 2023

Noncontrolling Interests and Lo

Noncontrolling Interests and Loss Per Share	6 Months Ended
	Jun. 30, 2023
Noncontrolling Interest And Loss Per Share [Abstract]
Noncontrolling Interests and Loss Per Share	Noncontrolling Interests and Loss Per Share Noncontrolling Interests Following the Transaction, holders of Class A common stock own direct controlling interests in the results of the combined entity, while the Legacy NuScale Equityholders own an economic interest in NuScale LLC, shown as noncontrolling interests (“NCI”) in equity in NuScale Corp’s condensed consolidated financial statements. The indirect economic interests are held by Legacy NuScale Equityholders in the form of NuScale LLC Class B Units. The following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by NuScale LLC Class B unitholders as of and for the three and six months ended June 30, 2023: As of and for the three months ended June 30, 2023 As of and for the six months ended June 30, 2023 NuScale Corp Class A common stock Beginning of period 70,061,055 69,353,019 Conversion of combined interests into Class A common stock 2,370,805 2,370,805 Exercise of options and warrants and vested RSUs 1,613,346 2,321,382 End of period 74,045,206 74,045,206 NuScale LLC Class B Units (NCI) Beginning of period 157,090,820 157,090,820 Conversion of combined interests into Class A common stock (2,370,805) (2,370,805) End of period 154,720,015 154,720,015 Total Beginning of period 227,151,875 226,443,839 Exercise of options and warrants and vested RSUs 1,613,346 2,321,382 End of period 228,765,221 228,765,221 Ownership Percentage NuScale Corp Class A common stock Beginning of period 30.8 % 30.6 % End of period 32.4 % 32.4 % NuScale LLC Class B Units (NCI) Beginning of period 69.2 % 69.4 % End of period 67.6 % 67.6 % The NCI may decrease according to the number of shares of Class B common stock and NuScale LLC Class B units that are exchanged for shares of Class A common stock or, in certain circumstances including at the election of NuScale Corp, cash in an amount equal to the fair value of Class A common stock received in a contemporaneous equity issuance. After each exchange, NuScale LLC equity attributable to NuScale Corp is rebalanced to reflect the change in ownership percentage, which is calculated above based on Class B units and Class A shares, as a percentage of Combined interests. Loss Per Share Prior to the Transaction, the membership structure of NuScale LLC included units that had profit interests. The Company analyzed the calculation of net loss per unit for periods prior to the Transaction and determined that it resulted in values that would not be meaningful to the readers of these financial statements. Therefore, net loss per unit information has not been presented for periods prior to May 2, 2022. Basic loss per share is based on the average number of shares of Class A common stock outstanding during the period. Diluted loss per share is based on the average number of shares of Class A common stock used for the basic earnings per share calculation, adjusted for the dilutive effect of RSUs, Stock Options and Warrants using the “treasury stock” method and for all other interests that convert into potential shares of Class A common stock, if any, using the “if converted” method. Net loss attributable to Class A common stockholders for diluted loss per share is adjusted for the Company’s share of NuScale LLC’s net loss, net of NuScale Corp taxes, after giving effect to all other interests that convert into potential shares of Class A common stock, to the extent it is dilutive. In addition, net loss attributable to Class A common stockholders for diluted loss per share is adjusted for the after-tax impact of changes to the fair value of derivative liabilities, to the extent the Company’s Warrants are dilutive. The following table sets forth the computation of basic and diluted net loss per share of Class A common stock and represents the three and six months ended June 30, 2023, the period where the Company had Class A and Class B common stock outstanding. Class B common stock represents a right to cast one vote per share at the NuScale Corp level, and carry no economic rights, including rights to dividends or distributions upon liquidation, and as a result, is not considered a participating security for basic and diluted loss per share. As such, basic and diluted loss per share of Class B common stock has not been presented. Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Net loss attributable to Class A common stockholders $ (9,523) $ (20,485) Weighted-average shares for basic and diluted loss per share 72,125,375 70,913,646 Basic and Diluted loss per share of Class A common stock $ (0.13) $ (0.29) Anti-dilutive securities excluded from shares outstanding: Class B common shares 154,720,015 154,720,015 Stock options 10,413,895 10,413,895 Warrants 18,458,701 18,458,701 Time-based RSUs 3,301,761 3,301,761 Total 186,894,372 186,894,372

Warrant Liabilities

Warrant Liabilities	6 Months Ended
	Jun. 30, 2023
Warrants and Rights Note Disclosure [Abstract]
Warrant Liabilities	Warrant Liabilities As of June 30, 2023, the Company had 9,558,701 Public Warrants and 8,900,000 Private Placement Warrants outstanding, while at December 31, 2022 the Company had 9,558,703 Public Warrants and 8,900,000 Private Placement Warrants outstanding. Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Warrants. The Warrants are currently exercisable and will expire five years from the date of the Transaction or earlier upon redemption or liquidation. Redemption of Warrants when the price per share of Class A common stock equals or exceeds $18.00 . The Company may redeem the outstanding Warrants (except as described with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per Warrant; • upon a minimum of 30 days prior written notice of redemption to each Warrant holder; and • if the closing price of the Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders. If and when the Warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of Warrants when the price per share of Class A common stock equals or exceeds $10.00 . The Company may redeem the outstanding Warrants: • in whole and not in part; • at $0.10 per Warrant upon a minimum of 30 days prior written notice of redemption provided that holders will be able to exercise their Warrants on a cashless basis prior to redemption and receive that number of shares determined based on the redemption date and the fair market value of the Class A common stock; • if, and only if, the closing price of the Class A common stock equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the 30-trading day period ending three trading days before the Company sends the notice of redemption to the Warrant holders; and • if the closing price of the Class A common stock for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the Warrant holders is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants. If the Company calls the Public Warrants for redemption, as described above, the exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. Beginning on the 30th day following the Transaction, the Private Placement Warrants became almost identical to the Public Warrants sold in the Spring Valley Initial Public Offering. Additionally, the Private Placement Warrants are exercisable on a cashless basis and are non-redeemable, except as described above, so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

Fair Value Measurement

Fair Value Measurement	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurement	Fair Value Measurement The Company measures certain financial assets and liabilities at fair value. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company uses a three-level hierarchy, which prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). The levels of hierarchy are described below: Level 1 Quoted prices in active markets for identical instruments; Level 2 Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most stringent level of input that is significant to the fair value measurement. The carrying amount of certain financial instruments, including deposits, accounts payable and accrued expenses, approximates fair value due to their short maturities. Our Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in fair value of the Warrants are recorded in the statement of operations each period. Due to the similarity of the features of the Public and Private Warrants, management has concluded that the price of the Public Warrants would be used in the valuation of the Private Placement Warrants. However, since the two types of Warrants are not identical and the Private Warrants are not actively traded, we have classified the Private Placement Warrants as Level 2, while the Public Warrants are classified as Level 1. The following tables represents the Company’s financial liabilities measured at fair value on a recurring basis: (in thousands) Level 1 Level 2 Level 3 Total Warrant Liabilities: Public Warrants $ 12,044 $ — $ — $ 12,044 Private Placement Warrants — 11,214 — 11,214 Total Warrant Liabilities as of June 30, 2023 $ 12,044 $ 11,214 $ — $ 23,258 (in thousands) Level 1 Level 2 Level 3 Total Warrant Liabilities: Public Warrants $ 15,198 — — $ 15,198 Private Placement Warrants — 14,151 — 14,151 Total Warrant Liabilities as of December 31, 2022 $ 15,198 14,151 — $ 29,349

Accounts and Other Receivables

Accounts and Other Receivables	6 Months Ended
	Jun. 30, 2023
Receivables [Abstract]
Accounts and Other Receivables	Accounts and Other Receivables Accounts and other receivables include reimbursement requests outstanding from the DOE awards, interest receivable and commercial accounts receivable. The DOE reimbursement requests are recognized as eligible costs are incurred. Reimbursement under the awards is recognized as award funds are obligated, and are included in Sponsored cost share in the condensed consolidated statement of operations. Interest receivable of $556 and $1,021 was outstanding at June 30, 2023 and December 31, 2022, respectively. The majority of our receivables are either due from the U.S. federal government or have to do with a federal project. For these reasons, all receivables are deemed to be fully collectible and no allowance has been recorded.

Property, Plant and Equipment

Property, Plant and Equipment	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Property, Plant and Equipment	Property, Plant and Equipment Property, plant and equipment consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Furniture and fixtures $ 145 $ 173 Office and computer equipment 7,926 7,393 Software 13,899 13,864 Operations equipment 1,165 347 Leasehold improvements 2,281 2,312 25,416 24,089 Less: Accumulated depreciation (20,276) (19,431) Add: Assets under development 97 112 Net property, plant and equipment $ 5,237 $ 4,770

Long-Term Contract Work In Proc

Long-Term Contract Work In Process	6 Months Ended
	Jun. 30, 2023
Debt Disclosure [Abstract]
Long-Term Contract Work In Process	Long-Term Contract Work In ProcessDuring the first quarter, we entered into a long-term contract with CFPP LLC. Related to this contract, the Company has subcontracted for the purchase of certain long-lead materials in the amount of $55,700, that will be used in fabricating of the NPMs as part of the overall contract with CFPP LLC. We expect that this first phase of the project will be completed for CFPP LLC near the end of 2024. The subcontractor is manufacturing the long-lead materials on behalf of NuScale, and we are considered the principal, rather than agent, under ASC 606, Revenue from Contracts with Customers

Employee Benefits

Employee Benefits	6 Months Ended
	Jun. 30, 2023
Retirement Benefits [Abstract]
Employee Benefits	Employee BenefitsThe Company sponsors a defined contribution 401(k) Plan with contributions to be made at the sole discretion of the management. Under the provisions of the 401(k) Plan, the Company matches the employees’ contributions for the first 3% of compensation and matches 50% of the employees’ contributions for the next 2% of compensation. The expense recorded for the 401(k) Plan was $691 and $495 for the three months ended June 30, 2023 and 2022, respectively, and $1,442 and $1,167 for the six months ended June 30, 2023 and 2022, respectively

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes NuScale LLC was historically and remains a partnership for U.S. federal income tax purposes with each partner being separately taxed on its share of taxable income or loss. NuScale Corp is subject to U.S. federal income taxes, in addition to state and local income taxes, with respect to its distributive share of any net taxable income or loss and any related tax credits of NuScale LLC. The effective tax rate was 0% for the three and six months ended June 30, 2023. The effective income tax rate for the three and six months ended June 30, 2023 differed significantly from the statutory rates, primarily due to the losses allocated to NCI and the recognition of a valuation allowance as a result of the Company’s new tax structure following the Transaction. There was no income tax expense recorded during the three and six months ended June 30, 2023. The Company has assessed the realizability of the net deferred tax assets and in that analysis has considered the relevant positive and negative evidence available to determine whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The Company has recorded a full valuation allowance against the deferred tax assets at NuScale Corp as of June 30, 2023, which will be maintained until there is sufficient evidence to support the reversal of all or some portion of these allowances. The Company’s income tax filings will be subject to audit by various taxing jurisdictions. The Company will monitor the status of U.S. federal, state and local income tax returns that may be subject to audit in future periods. No U.S. federal, state and local income tax returns are currently under examination by the respective taxing authorities. In August 2022, the Inflation Reduction Act, or IRA, was enacted which includes the following key summary provisions: (i) a 15% Corporate Alternative Minimum Tax, or CAMT, that allows an offset of up to 75% with existing tax credit carryforwards, (ii) excise tax applicable to certain stock repurchases including ordinary buy backs and open market repurchases, (iii) extension and expansion of clean energy credits and incentives, and (iv) indefinite carryover of the CAMT. This legislation also provides transferability opportunities for certain newly generated credits as well as a direct pay option. For the three and six months ended June 30, 2023, the enactment of the IRA did not result in any material adjustment to our income tax provision.

Equity-Based Compensation

Equity-Based Compensation	6 Months Ended
	Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]
Equity-Based Compensation	Equity-Based CompensationThe total compensation expense recognized for common share options and time-based RSU awards during the three months ended June 30, 2023 and 2022 was $4,453 and $1,111, respectively, and $8,090 and $2,132 for the six months ended June 30, 2023 and 2022, respectively. For the three months ended June 30, 2023, equity-based compensation of $1,868 was included in G&A expense and $2,585 was included in Other expense, compared to $399 and $712, respectively, over the same period in the prior year. For the six months ended June 30, 2023, equity based compensation of $3,361 was included in G&A expense and $4,729 included in Other expense compared to $843 and $1,289, respectively, over the same period in the prior year. Effective January 1, 2023, the share pool was automatically increased by 8,972,128, which is the number of shares of Class A common stock equal to four percent (4%) of the aggregate number of shares of Class A common stock and Class B common stock outstanding on December 31, 2022, excluding any such outstanding shares of Class A common stock that were granted under the 2022 long-term incentive plan and remain unvested and subject to forfeiture as of December 31, 2022. The Company measures the fair value of each share option grant at the date of grant using a Black-Scholes option pricing model. During the three months ended June 30, 2023, the Company granted to directors 126,158 RSU awards with an aggregate value of $1,068, that vest quarterly and will be fully vested in May 2024. During the six months ended June 30, 2023, the Company granted to employees 1,835,016 RSUs with an aggregate value of $18,992, or $10.35 per share, that vest one-third annually starting in February 2024. Finally, employee and Director RSU awards totaling 629,376 and 643,676 vested during the three and six months ended June 30, 2023, respectively.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions From time to time, the Company enters into strategic agreements with Fluor, whereby Fluor or the Company perform services for one another. For the three months ended June 30, 2023 and 2022, we incurred expenses of $8,479 and $5,571, respectively, while for the six months ended June 30, 2023 and 2022, we incurred expenses of $17,205 and $9,172, respectively. As of June 30, 2023 and December 31, 2022, the Company owed Fluor, as accounts payable, amounts totaling $11,845 and $7,694, respectively. For the three months ended June 30, 2023 and 2022, we earned revenue of $4,756 and $1,956, respectively, and for the six months ended June 30, 2023 and 2022, we earned $8,770 and $3,517, respectively. As of June 30, 2023 and December 31, 2022, Fluor owed us $4,738 and $1,508, respectively, amounts which are included in accounts and other receivables on the condensed consolidated balance sheet. For the three months ended June 30, 2023 and 2022, Fluor accounted for 82% and 71%, respectively, of total revenue, while for the six months ended June 30, 2023 and 2022, they accounted for 78% and 68%, respectively.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies In the regular course of business, the Company is involved in various legal proceedings and claims incidental to the normal course of business. Other than as disclosed immediately below, the Company does not believe that any legal claims are material to the Company. Management does not believe that resolution of any of these matters will materially affect the Company’s financial position or results of operations. On September 19, 2022, thirteen purported members of NuScale LLC filed suit in the U.S. District Court for the District of Oregon against NuScale LLC, Fluor Enterprises, Japan NuScale Innovation, Inc., and Sargent & Lundy Holdings, LLC. The plaintiffs purport to represent a class of individuals who held common units or options to purchase common units in NuScale LLC and seek declaratory relief and damages based on breach of contract and other common law claims. The claims are based on amendments to the operating agreement of NuScale LLC in connection with the Merger between NuScale LLC and Spring Valley Acquisition Corp. Plaintiffs claim, among other things, that such amendments breached NuScale LLC’s 5 th Amended and Restated Operating Agreement and required the consent of holders of common units in NuScale LLC voting as a separate class. NuScale LLC filed a motion to dismiss the complaint on November 21, 2022. Plaintiffs filed a response on January 17, 2023, and NuScale LLC filed a reply on February 14, 2023. A hearing for oral argument regarding various motions to dismiss took place on May 17, 2023, and on August 3, 2023, the Court denied NuScale LLC’s motion to dismiss. While no assurance can be given as to the ultimate outcome of this matter, the Company does not believe it is probable that a loss will be incurred and the Company has not recorded any liability as a result of these actions. In conjunction with DOE Office of Nuclear Energy Award DE-NE0008935 with UAMPS’ wholly owned subsidiary, CFPP LLC, the Company entered into a DCRA, under which it is developing the NRC license application and performing other site licensing and development activities. Under the DCRA, the Company may be obligated to reimburse to UAMPS a percentage of its net development costs up to a specified cap, which varies based on the stage of project development, if certain performance criteria are not met. As of June 30, 2023, the cap was $83,500 and the reimbursement amount would have been $36,970, of which $25,777 consisted of long-lead materials for which we have an agreement in principle that would allow these long-lead materials to become the property of NuScale Corp, which would also own other intangible assets, the value of which cannot reasonably be estimated at this time. Based on this information, we believe the maximum expense to the Company would be $11,193 for the DCRA and an additional $4,100 for a separate agreement with CFPP LLC (a total of $15,293). While it is reasonably possible we will be required to pay these amounts, no accrual has been recorded in our financial statements. Under the DCRA, the Company is required to have credit support to fund the amount of its potential reimbursement of these net development costs. In order to obtain a letter of credit for net development costs and a separate letter of credit for long-lead materials, the Company must segregate funds from the operating bank accounts as collateral. $60,192, identified as restricted cash on the accompanying condensed consolidated balance sheet, acts as collateral for the $59,000 in letters of credit outstanding at June 30, 2023. These letters of credit are based on forecasted spend for net development costs and long-lead materials through end of the following quarter, when new letters of credit will be issued. In December 2022, the Company and Fluor provided CFPP LLC with the results of an economic competitiveness test (“ECT”) comparing the calculated levelized cost of electricity (“LCOE”) for the Carbon Free Power Project (“CFPP”) with the price target of $58.00/MWh as provided for under the amended DCRA. The LCOE exceeded the price target, meaning there was an ECT failure. As a result of the ECT failure, UAMPS members participating in the CFPP had the right to exit the Project. CFPP LLC had until March 1, 2023 to deliver notice that it intended to terminate its participation in the Project. If CFPP LLC had issued notice that it intended to terminate its participation in the Project by March 1, 2023, the Company could have been liable to pay CFPP LLC. However, on March 1, 2023, UAMPS notified the Company confirming that sufficient project participants had opted to continue with CFPP development notwithstanding the ECT failure. The next ECT is scheduled to be run in conjunction with the submission of the Class 2 Project Cost Estimate, which is projected to be completed by the end of the calendar year. Should the results of the test exceed the new price target of $89.00/MWh or should CFPP subscription be less than 370 MWe, as provided under Amendment 3 of the DCRA, UAMPS members participating in the CFPP will have another opportunity to exit the Project. As of June 30, 2023, we had $59,000 in letters of credit, collateralized by restricted cash in the amount of $60,192 to cover the net development costs and long-lead materials projected through August 31, 2023.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ (9,523)	$ (2,593)	$ (20,485)	$ (2,593)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended	6 Months Ended
	Jun. 30, 2023 shares	Jun. 30, 2023 shares
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		During the three months ended June 30, 2023, the Company’s general counsel, Robert Temple, adopted a 10b5-1 plan intended to satisfy the affirmative defense of Rule 10b5-1(c). This plan was adopted on April 25, 2023, has a termination date of October 31, 2024 and lists 63,360 RSUs to vest. In addition, during this period, Julie Adelman, Senior Director of Accounting, terminated her 10b5-1 plan, effective April 11, 2023.
Non-Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Terminated	false
Robert Temple [Member]
Trading Arrangements, by Individual
Name	Robert Temple
Title	general counsel
Rule 10b5-1 Arrangement Adopted	true
Adoption Date	April 25, 2023
Arrangement Duration	555 days
Aggregate Available	63,360	63,360
Julie Adelman [Member]
Trading Arrangements, by Individual
Name	Julie Adelman
Title	Senior Director of Accounting
Rule 10b5-1 Arrangement Terminated	true
Termination Date	April 11, 2023

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The Company’s unaudited condensed consolidated financial statements and related notes do not include notes and certain financial information normally presented annually under GAAP, and therefore should be read in conjunction with our 2022 Annual Report on Form 10-K. Accounting measures at interim dates inherently involve greater reliance on estimates than at year-end. Although such estimates are based on management’s most recent assessment of the underlying facts and circumstances utilizing the most current information available, our reported results of operations may not necessarily be indicative of results that we expect for the full year. These financial statements are unaudited. In management’s opinion, they contain all adjustments of a normal recurring nature which are necessary to present fairly our financial position and our operating results as of and for the interim periods presented.
Principles of Consolidation	Principles of ConsolidationAs part of the Transaction, NuScale Corp has been determined to be the primary beneficiary of NuScale LLC, a variable interest entity (“VIE”). As the sole managing member of NuScale LLC, NuScale Corp has both the power to direct the activities, and direct ownership to share in the revenues and expenses of NuScale LLC. As such, all the activity of NuScale LLC has been consolidated in the accompanying condensed consolidated financial statements. All assets and liabilities included in the balance sheet are that of NuScale LLC, other than the NuScale Corp Warrants and certain prepaid insurance. All significant intercompany transactions have been eliminated upon consolidation.
Cash, Cash Equivalents and Restricted Cash	Cash, Cash Equivalents and Restricted Cash Cash equivalents represent short-term, highly liquid investments, which are readily convertible to cash and have maturities of three months or less at time of purchase. Cash equivalents with an initial maturity of between three and twelve months at time of purchase are presented as short-term investments on the accompanying condensed consolidated balance sheet. Cash equivalents and Short-term investments consist of certificates of deposit. These certificates of deposit are classified as held-to-maturity, and the estimated fair value of the investment approximates its amortized cost.
Warrant Liability	Warrant Liability The Company accounts for the Warrants in accordance with the guidance contained in Accounting Standards Codification (“ASC”) 815, “Derivatives and Hedging”, under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s condensed consolidated statements of operations. The fair value of the Public and Private Placement Warrants has been estimated using the Public Warrants’ quoted market price. See note 4 for further discussion of the terms of the Warrants and note 5 for further discussion of the methodology used to determine the value of the Warrants.
Sponsored cost share	Sponsored cost shareAs we continue to advance our commercialization activities, we have begun to enter into cost share agreements with various entities, including both governmental and private, under which the Company is reimbursed for specific R&D activities. Currently, these entities include the DOE, United States Trade and Development Agency (“USTDA”) and CFPP LLC.
Fair Value Measurement	The Company measures certain financial assets and liabilities at fair value. Fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the Company uses a three-level hierarchy, which prioritizes fair value measurements based on the types of inputs used for the various valuation techniques (market approach, income approach and cost approach). The levels of hierarchy are described below: Level 1 Quoted prices in active markets for identical instruments; Level 2 Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and Level 3 Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. Financial assets and liabilities are classified in their entirety based on the most stringent level of input that is significant to the fair value measurement. The carrying amount of certain financial instruments, including deposits, accounts payable and accrued expenses, approximates fair value due to their short maturities. Our Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in fair value of the Warrants are recorded in the statement of operations each period. Due to the similarity of the features of the Public and Private Warrants, management has concluded that the price of the

Noncontrolling Interests and _2

Noncontrolling Interests and Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2023
Noncontrolling Interest And Loss Per Share [Abstract]
Schedule of Non-Controlling Interests	Following the Transaction, holders of Class A common stock own direct controlling interests in the results of the combined entity, while the Legacy NuScale Equityholders own an economic interest in NuScale LLC, shown as noncontrolling interests (“NCI”) in equity in NuScale Corp’s condensed consolidated financial statements. The indirect economic interests are held by Legacy NuScale Equityholders in the form of NuScale LLC Class B Units. The following table summarizes the economic interests of NuScale Corp between the holders of Class A common stock and indirect economic interests held by NuScale LLC Class B unitholders as of and for the three and six months ended June 30, 2023: As of and for the three months ended June 30, 2023 As of and for the six months ended June 30, 2023 NuScale Corp Class A common stock Beginning of period 70,061,055 69,353,019 Conversion of combined interests into Class A common stock 2,370,805 2,370,805 Exercise of options and warrants and vested RSUs 1,613,346 2,321,382 End of period 74,045,206 74,045,206 NuScale LLC Class B Units (NCI) Beginning of period 157,090,820 157,090,820 Conversion of combined interests into Class A common stock (2,370,805) (2,370,805) End of period 154,720,015 154,720,015 Total Beginning of period 227,151,875 226,443,839 Exercise of options and warrants and vested RSUs 1,613,346 2,321,382 End of period 228,765,221 228,765,221 Ownership Percentage NuScale Corp Class A common stock Beginning of period 30.8 % 30.6 % End of period 32.4 % 32.4 % NuScale LLC Class B Units (NCI) Beginning of period 69.2 % 69.4 % End of period 67.6 % 67.6 %
Schedule of Earnings Per Share, Basic and Diluted	The following table sets forth the computation of basic and diluted net loss per share of Class A common stock and represents the three and six months ended June 30, 2023, the period where the Company had Class A and Class B common stock outstanding. Class B common stock represents a right to cast one vote per share at the NuScale Corp level, and carry no economic rights, including rights to dividends or distributions upon liquidation, and as a result, is not considered a participating security for basic and diluted loss per share. As such, basic and diluted loss per share of Class B common stock has not been presented. Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Net loss attributable to Class A common stockholders $ (9,523) $ (20,485) Weighted-average shares for basic and diluted loss per share 72,125,375 70,913,646 Basic and Diluted loss per share of Class A common stock $ (0.13) $ (0.29) Anti-dilutive securities excluded from shares outstanding: Class B common shares 154,720,015 154,720,015 Stock options 10,413,895 10,413,895 Warrants 18,458,701 18,458,701 Time-based RSUs 3,301,761 3,301,761 Total 186,894,372 186,894,372

Fair Value Measurement (Tables)

Fair Value Measurement (Tables)	6 Months Ended
	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Schedule of Fair Value, Liabilities Measured on Recurring Basis	The following tables represents the Company’s financial liabilities measured at fair value on a recurring basis: (in thousands) Level 1 Level 2 Level 3 Total Warrant Liabilities: Public Warrants $ 12,044 $ — $ — $ 12,044 Private Placement Warrants — 11,214 — 11,214 Total Warrant Liabilities as of June 30, 2023 $ 12,044 $ 11,214 $ — $ 23,258 (in thousands) Level 1 Level 2 Level 3 Total Warrant Liabilities: Public Warrants $ 15,198 — — $ 15,198 Private Placement Warrants — 14,151 — 14,151 Total Warrant Liabilities as of December 31, 2022 $ 15,198 14,151 — $ 29,349

Property, Plant and Equipment (

Property, Plant and Equipment (Tables)	6 Months Ended
	Jun. 30, 2023
Property, Plant and Equipment [Abstract]
Schedule of Property, Plant and Equipment	Property, plant and equipment consisted of the following: (in thousands) June 30, 2023 December 31, 2022 Furniture and fixtures $ 145 $ 173 Office and computer equipment 7,926 7,393 Software 13,899 13,864 Operations equipment 1,165 347 Leasehold improvements 2,281 2,312 25,416 24,089 Less: Accumulated depreciation (20,276) (19,431) Add: Assets under development 97 112 Net property, plant and equipment $ 5,237 $ 4,770

Nature of Business (Details)

Nature of Business (Details) $ in Millions	Jun. 30, 2023 MW	Dec. 31, 2021 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of megawatts (mw) | MW	77
Spring Valley
Business Acquisition, Equity Interests Issued or Issuable [Line Items]
Cash		$ 341.5
Warrant liabilities		$ 47.5

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income (expense)	$ 2,851	$ (6)	$ 5,948	$ (108)
General and administrative expenses	16,323	11,968	31,018	22,488
Other expenses	12,896	12,202	28,192	21,907
Research and development expenses	26,932	29,506	54,502	54,369
Restricted cash	60,192		60,192		$ 26,532
Revision of Prior Period, Reclassification, Adjustment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, cost share				115
Interest income (expense)				(115)
General and administrative expenses		878		2,114
Other expenses		2,597		1,361
Research and development expenses			1,855
Nuscale SMR FOAK Nuclear Demonstration Readiness Project Completion
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, cost share	7,193	25,172	19,547	45,634
United State Trade and Development Agency | Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, cost share	6,882	$ 0	9,297	$ 115
Carbon Free Power Project Award | Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Collaborative arrangement, government cost share	$ 2,165		$ 5,104

Noncontrolling Interests and _3

Noncontrolling Interests and Loss Per Share - Schedule of Non-Controlling Interests (Details) - shares	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Noncontrolling Interest [Roll Forward]
Beginning of period (in shares)	227,151,875	226,443,839
Exercise of options and warrants and vested RSUs (in shares)	1,613,346	2,321,382
End of period (in shares)	228,765,221	228,765,221
Class A
Noncontrolling Interest [Roll Forward]
Beginning of period (in shares)	70,061,055	69,353,019
Conversion of combined interests into Class A common stock (in shares)	2,370,805	2,370,805
Exercise of options and warrants and vested RSUs (in shares)	1,613,346	2,321,382
End of period (in shares)	74,045,206	74,045,206
Class A | NuScale Corp
Controlling and Non Controlling Interest [Roll Forward]
Beginning of period	30.80%	30.60%
End of period	32.40%	32.40%
Class B
Noncontrolling Interest [Roll Forward]
Beginning of period (in shares)	157,090,820	157,090,820
Conversion of combined interests into Class A common stock (in shares)	(2,370,805)	(2,370,805)
End of period (in shares)	154,720,015	154,720,015
Class B | NuScale LLC
Controlling and Non Controlling Interest [Roll Forward]
Beginning of period	69.20%	69.40%
End of period	67.60%	67.60%

Noncontrolling Interests and _4

Noncontrolling Interests and Loss Per Share - Narrative (Details)	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Class B
Noncontrolling Interest [Line Items]
Common stock, votes per share	1	1

Noncontrolling Interests and _5

Noncontrolling Interests and Loss Per Share - Basic and Diluted Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Noncontrolling Interest And Loss Per Share [Abstract]
Net loss attributable to Class A common stockholders, basic	$ (9,523)		$ (20,485)
Net loss attributable to Class A common stockholders, diluted	$ (9,523)		$ (20,485)
Weighted-average shares for basic loss per share (shares)	72,125,375	42,028,341	70,913,646	42,028,341
Weighted-average shares for diluted loss per share (shares)	72,125,375	42,028,341	70,913,646	42,028,341
Basic loss per share of Class A common stock (usd per share)	$ (0.13)	$ (0.06)	$ (0.29)	$ (0.06)
Diluted loss per share of Class A common stock (usd per share)	$ (0.13)	$ (0.06)	$ (0.29)	$ (0.06)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	186,894,372		186,894,372
Class B common shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	154,720,015		154,720,015
Stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	10,413,895		10,413,895
Warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	18,458,701		18,458,701
Time-based RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded (in shares)	3,301,761		3,301,761

Warrant Liabilities (Details)

Warrant Liabilities (Details)	6 Months Ended
	Jun. 30, 2023 d $ / shares shares	Dec. 31, 2022 shares
Derivative [Line Items]
Warrants and rights outstanding, term	5 years
Period after transaction when private placement warrants become identical to public warrants	30 days
Warrant Redemption Scenario One
Derivative [Line Items]
Stock price trigger (usd per share) | $ / shares	$ 18
Redemption price (usd per share) | $ / shares	$ 0.01
Prior written notice period for redemption	30 days
Threshold trading days | d	20
Threshold consecutive trading day period | d	30
Warrant Redemption Scenario Two
Derivative [Line Items]
Stock price trigger (usd per share) | $ / shares	$ 10
Redemption price (usd per share) | $ / shares	$ 0.10
Prior written notice period for redemption	30 days
Threshold trading days | d	20
Threshold consecutive trading day period | d	30
Public Warrants
Derivative [Line Items]
Class of warrant outstanding (in share) | shares	9,558,701	9,558,703
Private Placement Warrants
Derivative [Line Items]
Class of warrant outstanding (in share) | shares	8,900,000	8,900,000

Fair Value Measurement (Details

Fair Value Measurement (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 23,258	$ 29,349
Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	23,258	29,349
Fair Value, Recurring | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	12,044	15,198
Fair Value, Recurring | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	11,214	14,151
Level 1 | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	12,044	15,198
Level 1 | Fair Value, Recurring | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	12,044	15,198
Level 1 | Fair Value, Recurring | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 2 | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	11,214	14,151
Level 2 | Fair Value, Recurring | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 2 | Fair Value, Recurring | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	11,214	14,151
Level 3 | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 3 | Fair Value, Recurring | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	0	0
Level 3 | Fair Value, Recurring | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 0	$ 0

Accounts and Other Receivables

Accounts and Other Receivables (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Receivables [Abstract]
DOE cost share liabilities	$ 556	$ 1,021

Property, Plant and Equipment_2

Property, Plant and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Less: Accumulated depreciation	$ (20,276)	$ (19,431)
Net property, plant and equipment	5,237	4,770
Depreciable Property, Plant And Equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	25,416	24,089
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	145	173
Office and computer equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	7,926	7,393
Software
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	13,899	13,864
Operations equipment
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	1,165	347
Leasehold improvements
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	2,281	2,312
Add: Assets under development
Property, Plant and Equipment [Line Items]
Total property, plant and equipment gross	$ 97	$ 112

Long-Term Contract Work In Pr_2

Long-Term Contract Work In Process (Details) - USD ($) $ in Thousands	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022
Debt Instrument [Line Items]
Long-term contract work in process	$ 23,900		$ 0
Long Lead Material Contract
Debt Instrument [Line Items]
Long-term contract work in process	25,777
Carbon Free Power Project Award | Long Lead Material Contract
Debt Instrument [Line Items]
Debt instrument, debt default, amount		$ 55,700
Long-term contract work in process	23,900		$ 0
Long-term deferred revenue liability	$ 23,696

Employee Benefits (Details)

Employee Benefits (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan expense	$ 691	$ 495	$ 1,442	$ 1,167
Defined Contribution Plan, Tranche One
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, employer matching contribution, percent of employees' gross pay			3%
Defined contribution plan, employer matching contribution, percent of match			100%
Defined Contribution Plan, Tranche Two
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan, employer matching contribution, percent of employees' gross pay			2%
Defined contribution plan, employer matching contribution, percent of match			50%

Income Taxes (Details)

Income Taxes (Details)	3 Months Ended	6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023
Income Tax Disclosure [Abstract]
Effective income tax rate, percent	0%	0%

Equity-Based Compensation - Nar

Equity-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Increase in number of common stock percentage					4%
Share-Based Payment Arrangement, Option
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 4,453	$ 1,111	$ 8,090	$ 2,132
Share-Based Payment Arrangement, Option | General and Administrative Expense
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	1,868	399	3,361	843
Share-Based Payment Arrangement, Option | Other Expense
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share based compensation expense	$ 2,585	$ 712	$ 4,729	$ 1,289
Common Unit Appreciation Rights (UARs)
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Increase to share pool (in shares)					8,972,128
Common Unit Appreciation Rights (UARs) | Chief Executive Officer
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vesting percentage			33.33%
Time-based RSUs
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Granted (shares)	1,835,016		1,835,016
Vested in period, fair value			$ 18,992
Vested (in usd per share)			$ 10.35
Time-based RSUs | Director
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Granted (shares)	126,158		126,158
Vested in period, fair value	$ 1,068
Time-based RSUs | Employee and Director
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Vested (in shares)	629,376		643,676

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Related Party Transaction [Line Items]
Revenue	$ 5,795	$ 2,749	$ 11,300	$ 5,194
Services Performed
Related Party Transaction [Line Items]
Related party transaction, amounts of transaction	8,479	5,571	17,205	9,172
Related Party
Related Party Transaction [Line Items]
Accounts payable	11,845		11,845		$ 7,694
Revenue	4,756	$ 1,956	8,770	$ 3,517
Accounts and other receivables	$ 4,738		$ 4,738		$ 1,508
Related Party | Fluor
Related Party Transaction [Line Items]
Percentage of revenue earned	82%	71%	78%	68%

Commitments and Contingencies (

Commitments and Contingencies (Details)		6 Months Ended	12 Months Ended
	Sep. 19, 2022 plaintiff	Jun. 30, 2023 USD ($) $ / MWh MW	Dec. 31, 2022 USD ($) megawatts-hour
Loss Contingencies [Line Items]
Number of plaintiffs | plaintiff	13
Long-term contract work in process		$ 23,900,000	$ 0
Collaborative arrangements, maximum cost to the company		15,293,000
Letters of credit		$ 59,000,000
Number of megawatts (mw) | MW		77
Utah Associated Municipal Power Systems
Loss Contingencies [Line Items]
Net development costs		$ 36,970,000
Development Cost Reimbursement Agreement
Loss Contingencies [Line Items]
Collaborative arrangements, maximum cost to the company		11,193,000
Collaborative arrangements, restricted cash, letter of credit, deposit in demand amount		$ 60,192,000
Collaborative arrangements, comparing target price(in usd per share)		89	58
Number of megawatts (mw) | MW		370
Long Lead Material Contract
Loss Contingencies [Line Items]
Long-term contract work in process		$ 25,777,000
Carbon Free Power Project Award
Loss Contingencies [Line Items]
Collaborative arrangements, maximum cost to the company		4,100,000
UAMPS | Development Cost Reimbursement Agreement
Loss Contingencies [Line Items]
Maximum reimbursement based on the current stage of project development		$ 83,500,000