UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
_________________
Date of Report (Date of earliest event reported): November 10, 2022
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
(301 ) 564-3200
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events
On November 10, 2022, the U.S. Department of Energy (the Department) announced an approximately $150 million cost-shared award with American Centrifuge Operating (ACO), LLC of Bethesda, Maryland, a subsidiary of Centrus Energy Corp., to demonstrate the Nation’s ability to produce high-assay low-enriched uranium (HALEU)—a crucial material needed to develop and deploy advanced reactors in the United States. HALEU is required by most U.S. advanced reactors to achieve smaller designs, longer operating cycles, and increased efficiencies over current technologies. HALEU is not currently available at commercial scale from domestic suppliers, a situation that could significantly impact the development and deployment of U.S. advanced reactors.
The award includes an approximately $30 million cost share contribution from Centrus, matched by approximately $30 million from the Department of Energy, during the first year to start up and operate 16 advanced centrifuges in a cascade at an enrichment facility in Piketon, Ohio. American Centrifuge Operating will complete the final steps of centrifuge assembly and clear an operational readiness review to start up the demonstration cascade. ACO will meet the demonstration requirements by enriching uranium hexafluoride gas to produce 20 kilograms of 19.75% enriched HALEU by December 31, 2023. ACO will then continue production in 2024 at an annual production rate of 900 kilograms of HALEU per year, subject to appropriations, on a cost-plus-incentive-fee basis with an estimated award value of approximately $90 million for that year of production. The award includes additional options, at the Department’s sole discretion and subject to approval of Congressional appropriations, to produce more material under the contract in future years.
A copy of the Department of Energy's November 10, 2022, press release is being furnished as Exhibit 99.1 and is incorporated herein by reference.
The information furnished pursuant to this Item 8.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
| Exhibit No. | Description | ||||
| 99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL Document) | ||||
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Centrus Energy Corp. | ||||||||||||||
| Date: | November 14, 2022 | By: | /s/ Philip O. Strawbridge | |||||||||||
| Philip O. Strawbridge | ||||||||||||||
| Senior Vice President, Chief Financial Officer, | ||||||||||||||
| Chief Administrative Officer and Treasurer | ||||||||||||||
Press Release For Immediate Release November 10, 2022 News Media Contact (202) 586-4940, doenews@hq.doe.gov U.S. DEPARTMENT OF ENERGY ANNOUNCES COST-SHARED AWARD FOR FIRST-EVER DOMESTIC PRODUCTION OF HALEU FOR ADVANCED NUCLEAR REACTORS Demonstrations Led by American Centrifuge Operating, LLC Serve as Key Step in Securing Domestic High-Assay Low-Enriched Uranium for Advanced Reactors to Increase Nuclear Energy Deployment WASHINGTON, D.C. — The U.S. Department of Energy (DOE) today announced an approximately $150 million cost- shared award with American Centrifuge Operating, LLC of Bethesda, Maryland, a subsidiary of Centrus Energy Corp, to demonstrate the nation’s ability to produce high-assay low-enriched uranium (HALEU)—a crucial material needed to develop and deploy advanced reactors in the United States. HALEU is required by most U.S. advanced reactors to achieve smaller designs, longer operating cycles, and increased efficiencies over current technologies. HALEU is not currently available at commercial scale from domestic suppliers, a situation that could significantly impact the development and deployment of U.S. advanced reactors. Advancing domestic capability to produce HALEU will set the stage for larger, commercial-scale HALEU production in the U.S. This will allow nuclear facilities to power even more homes and businesses with clean, affordable energy while playing a critical role in reaching President Biden’s goal of 100% clean electricity by 2035 and spurring economic opportunity for underserved and disadvantaged communities through his Justice40 Initiative. “Reducing our reliance on adversarial nations for HALEU fuel and building up our domestic supply chain will allow the U.S. to grow our advanced reactor fleet and provide Americans with more clean, affordable power,” said U.S. Secretary of Energy Jennifer M. Granholm. “This demonstration shows DOE’s commitment to working with industry partners to kickstart HALEU production at commercial scale to create more clean energy jobs and ensure the benefits of nuclear energy are accessible to all Americans.” Today’s announcement advances recent investments to demonstrate a U.S. capability for HALEU production. Next steps include implementing President Biden’s Inflation Reduction Act funding to support the actions authorized in the Energy Act of 2020 for production of HALEU. DOE projects that more than 40 metric tons of HALEU will be needed before the end of the decade, with additional amounts required each year, to deploy a new fleet of advanced reactors to support the Biden-Harris Administration’s 100% clean electricity by 2035. Establishing a sustainable commercial HALEU production is essential to meeting our long-term objectives. The cascade demonstration program is intended to address near-term HALEU needs and will be used to support fuel qualification testing and DOE-supported advanced reactor demonstration projects.
The award includes a $30 million cost share during the first year to start up and operate 16 advanced centrifuges in a cascade at an enrichment facility in Piketon, Ohio. American Centrifuge Operating will complete the final steps of centrifuge assembly and clear an operational readiness review to start up the demonstration cascade. They will meet the demonstration requirements by enriching uranium hexafluoride gas to produce 20 kilograms of 19.75% enriched HALEU by December 31, 2023. They will then continue production in 2024 at an annual production rate of 900 kilograms of HALEU per year, subject to appropriations, with additional options to produce more material under the contract in future years. Annual Congressional appropriations will inform the duration of the contract based on the availability of funding. This latest award builds on DOE’s three-year cascade demonstration program with American Centrifuge Operating, to manufacture and demonstrate the centrifuge enrichment cascade. The cascade was assembled at the Department’s enrichment facility in Piketon, OH, which is currently the only U.S. plant licensed to produce HALEU. Centrus completed manufacture and most of the assembly but did not install the centrifuge rotors into the demonstration cascade while the Department conducted this competition. DOE is pursuing multiple pathways to produce HALEU through its HALEU Availability Program authorized by the Energy Act of 2020 to meet this pressing need. Following the HALEU demonstration, the centrifuge technology used at the facility will be available for commercial deployment. Learn more about HALEU and DOE’s Office of Nuclear Energy. ###