The JVCwill provide highly qualified technical services tonewcleo for the delivery of design,critical equipment supply and project management integration

The JVC will also look to offer its services to other SMR and AMR technology providers

newcleo will take a 40% stake in theJVC focusedon creating new IP and performing technical services and NEXTCHEM willbe grantednewly issued sharesup to5% ofnewcleo'sshare capital at pre-money valuation

TECNIMONT (MAIRE integrated E&C solutions) willbe grantedpreferredstatus asE&C solutions provider

MILAN,Dec. 20,2024 -- MAIRE S.p.A.andnewcleoHolding SA("newcleo") have signed an agreement for aJoint Venture Company(JVC) between MAIRE'ssubsidiary NEXTCHEM(Sustainable Technology Solutions) and newcleoto develop anew generation commercial-scalepower plant,based onnewcleo's200 MWeAdvanced Modular Reactor (AMR).According tonewcleo'splan,the firstnon-nuclear pre-cursorprototype of the AMRis expected to bereadyby2026in Italy,the first reactoroperational in France as of end 2031,while final investment decision for the first commercial power plant is expected around2029.

newcleo's LFR (Lead-cooled Fast Reactor)-AS-200 technology fully embodies the circular economy model usingmixedoxide (MOX)as fuel(i.e. reprocessed nuclear wastes),in line with NEXTCHEM's vision on circularity.

The JVC will facilitate and accelerate the development and commercialization of the "LFR-AS-200",thanks to the synergic competences of the two shareholders in the energy industry.

Upon execution of binding agreements,newcleowill takea 40%stakeintheNEXTCHEM's newly incorporated company focused oncreating newintellectual property (IP) andperformingtechnical services.The deal will result inNEXTCHEMbeing grantednewly issued sharesup to5% ofnewcleo'sshare capital at pre-money valuation,subject to the achievement of certainmilestonesthe first of which isnewcleo'sentranceinto theJVC,andthe lastbeinglinked to the final investment decision (FID) by the first client.

NEXTCHEM will contribute to the JV skills,management and engineering competences and tools,as well as a dedicated commercial platform for thedeploymentof LFR-AS-200 projects,to complementnewcleo's ever growing expertise in thenuclearfield.

The JVC will benefit from competences of both partiesand create its own new IP.In particular,newcleowill develop the nuclear reactor for its own LFR-AS-200 technology,while NEXTCHEM will leverage its own distinctive know-how to enable the JVC to deliverthe extended basic design,procurethe critical proprietary equipment relevant to the Conventional Island and Balance of Plant of the nuclear power plant,and provideproject management/integration services tonewcleo.

The Conventional Island and the Balance of Plant are essential to convert nuclear energy into electrical power dispatchable to the grid or used to serve chemical districts according to NEXTCHEM's e-Factory format,thus contributing to the decarbonization of the chemical industry by producing low-carbon chemicals and e-fuels.

The JVC will also provide integration services to other SMR (Small Modular Reactor) and AMR technology providers who are not competing withnewcleo. This business model will serve the industrialization of the energy transition for any customer potentially interested in implementing power plants based on Generation IV nuclear technologies.

TECNIMONT (Integrated E&C Solutions) will be granted a preferred partner status for the delivery of projects,thanks to its state-of-the-art modularization approach to optimize construction and planning methodology,reducing time and costs.

The transaction is expected to be finalized by the end ofFebruary 2025.

Alessandro Bernini,CEO of MAIRE,commented: "This collaboration is a clear representation of our ability to offeracompleterange of servicesfor energy transition combining our innovative vision on sustainable technology solutions with our traditional competences in integrated engineering solutions. Today we set a further milestone in our progressive path to implement carbon-neutral chemistry models based on safe,reliable and competitive energy supply."