newcleo
Definitive (DA signed)Utilities · advanced nuclear reactor technology · London, United Kingdom · founded 2021
- What it is
- Two-part: (1) license LFR-related IP/reactor designs to commercial and industrial end-users and provide pre-COD engineering/equipment plus post-COD O&M services; (2) manufacture and supply proprietary MOX fuel from recycled nuclear material over the reactor life. Today's actual revenue is unrelated third-party industrial pump/forging manufacturing from acquired subsidiaries.
- What it’s doing now
- Merging with NewHold III (NHIC) — definitive (da signed), announced May 27, 2026; shareholder vote Sep 17, 2026; expected close H2 2026.
- What you should know
- The real share count puts the effective valuation 21% above the announced $2.4B. At 74.2× revenue the deal prices it below its listed peers — though those peers themselves trade at 274.02×. The deal carries a $200M minimum-cash condition — heavy redemptions can break it.
The business, per its filings
SEC primaryAnglo-Italian developer of lead-cooled fast reactors (LFRs) fuelled by MOX made from recycled nuclear waste. NOT a paper company and NOT pre-revenue: it owns operating industrial businesses — nuclear pump manufacturing, installation and engineering consultancy — that booked €32.8M of audited revenue in FY2025. But that revenue is legacy engineering work, NOT reactor sales: no LFR has been built or sold, and revenue FELL 30% year over year (€46.7M → €32.8M) while the operating loss GREW to €139.9M. The reactor business is entirely a development programme; the revenue is what pays for a fraction of it.
| Revenue | $37.8M (FY2025A) |
| Gross margin | 23.9% |
| Cash | $121.3M |
| Debt | $18.8M |
| Book value | $342.1M |
Source: DEFM14A, accession 0001140361-26-032067 · as of Dec 31, 2025 · extraction confidence: medium
The deal it’s entering
newcleo is merging with NewHold III (NHIC), a $201M SPAC currently marked Deal announced and trading at $10.62 against $10.58 in trust per share.
| Headline equity value | $2.4B |
| Effective valuation (all shares) | $2.9B+21% vs headline |
| Sponsor promote | 25% |
| PIPE | $220Mcommon @ $10.00 (22,000,000 Company Ordinary Shares issued by newcleo at the First Merger Effective Time) |
| Minimum cash to close | $200M |
| Pro-forma shares | 290.3M |
| Post-close ticker | NWCL |
Structure per SEC accession(s) 0001213900-26-061270, 0001213900-26-088495, 0001213900-25-021776. How to read these numbers: headline vs effective valuation · what a definitive agreement commits
What exactly is being valued, and at what
What the filings actually value
What newcleo on its own is valued at, before a dollar of the SPAC's trust or the PIPE reaches it. This is the price agreed for the business itself.
All figures above are stated in EX-99 press release0001213900-26-061270
EX-99 press release, 0001213900-26-061270: preMoneyEquityM "approximately $2.4 billion" — the sponsor rounding its own figure. A press release is a party's own claim, not a filed table: any stated capitalisation table supersedes it.
Was this deal done at an expensive or a cheap valuation?
SpacBrain’s read on the price
Priced below its listed peers
The deal values newcleo at $2.8bn, or 74.2× the FY2025 actual revenue it actually reported. That is well below the 274.02× median its closest listed peers trade at — a cheap price on this measure. It is priced above 40% of them.
Post-dilution equity + target net debt.
FY2025A — a reported actual.
74.2× FY2025 actual revenue. Put another way: $1 of its annual sales is being bought for $74.20.
$1 of their sales costs $274.02 on the open market. Median of 5 listed companies we judged a true comparable, which individually run from 4.84× to 5106.88×. Their share prices are from 14 August 2026, not today.
What qualifies this number
- Struck on the post-dilution value of $2.9bn, not the announced $2.4bn — new shares handed to the sponsor, warrant holders and the PIPE are part of what public buyers are really paying.
- XE, NKLR, LTBR, PESI, HDRN, KOEI, OIO have no revenue to divide by, so they are shown but left out of the peer median.
- ASPI, STDN shown for context only — not close enough to move the median.
- The peer group does not agree with itself: its revenue multiples run from 4.84× to 5106.88×. A median drawn across that spread is a weak benchmark, so treat the verdict as a rough bearing, not a measurement.
The listed companies it is measured against
| Ticker | Company | Mkt cap | EV / revenue | EV / EBITDA | Why it’s comparable |
|---|---|---|---|---|---|
| OKLO | Oklo Inc. | $8.3B | 5106.9x | — | Advanced-fission reactor developer with essentially no commercial reactor revenue that, like newcleo, pairs a proprietary fast-reactor design with an in-house recycled-fuel strategy; both are multi-billion-dollar pre-commercial developers named as prospective partners of each other in the filing.more ▾less ▴ |
| SMR | NuScale Power Corporation | $3.9B | 274.0x | — | NuScale is the closest listed pure-play small modular reactor design/licensing company monetising via reactor IP and plant-delivery services rather than power sales, at a comparable multi-billion valuation with only small services revenue.more ▾less ▴ |
| XE | X-Energy Inc | — | — | — | Direct comp: Nuclear Generators & Components; shares reactor, nuclear, cooled, advanced, lead, industrial with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.more ▾less ▴ |
| LEU | Centrus Energy Corp. | $3.8B | 6.6x | 310.5x | Centrus is the listed analogue for newcleo's fuel-cycle half - an advanced nuclear fuel supplier (HALEU) selling fuel and enrichment services under long-life supply contracts, and the best public read on how a MOX/advanced-fuel business is valued.more ▾less ▴ |
| NNE | Nano Nuclear Energy Inc. | $1.1B | 2443.8x | — | Nano Nuclear runs the same dual reactor-plus-fuel model (micro-reactor designs plus a fuel-fabrication/transport arm) at pre-revenue development stage, making it a direct structural comparable one scale bucket smaller.more ▾less ▴ |
| BWXT | BWX Technologies, Inc. | $15.6B | 4.8x | 35.7x | The incumbent listed nuclear-fuel and reactor-component manufacturer newcleo must displace or partner with; larger and profitable, so it anchors the mature end of the fuel-fabrication business model rather than the stage.more ▾less ▴ |
| NKLR | Terra Innovatum Global N.V. | $674M | — | — | Operational comp: Nuclear Generators & Components; small-cap ($509m); shares nuclear, reactors, engineering, development, company, and with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.more ▾less ▴ |
| LTBR | Lightbridge Corporation | $327M | — | — | Lightbridge is a pre-revenue nuclear fuel technology developer whose entire model is licensing proprietary fuel IP to reactor operators - the same IP-licensing revenue mechanic newcleo assumes, at micro-cap scale.more ▾less ▴ |
| PESI | Perma-Fix Environmental Services Inc | $233M | — | — | Operational comp: Waste Management, Disposal & Recycling Services; micro-cap ($233m); shares nuclear, waste, engineering, advanced, industrial, development with the target's own description; forward EV/Sales 6.0x.more ▾less ▴ |
| HDRN | Hadron Energy Inc | $343M | — | — | Operational comp: Nuclear Utilities; small-cap ($343m); shares reactor, nuclear, been, developer, development, has with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.more ▾less ▴ |
| KOEI | Koei Group Co Ltd | — | — | — | Operational comp: Waste Management, Disposal & Recycling Services; shares waste, recycled, fuel, industrial, operating, lead with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.more ▾less ▴ |
| OIO | Oio Group | $170M | — | — | Operational comp: Waste Management, Disposal & Recycling Services; micro-cap ($170m); shares waste, year, engineering, operating, from, industrial with the target's own description; no forward EV/Sales published — counted as a peer, excluded from the median.more ▾less ▴ |
| ASPIcontext only | ASP Isotopes Inc. | $539M | 19.3x | — | ASP Isotopes is a development-stage enrichment and specialty nuclear-materials processor building fuel-cycle plants ahead of revenue, comparable to newcleo's MOX plant build-out though far smaller.more ▾less ▴ |
| STDNcontext only | Standard Nuclear Inc | — | — | — | Adjacent: Commodity Chemicals (NEC) — the businesses read alike, the vendor classification does not agree; shares nuclear, reactors, fuel, advanced, industrial, that with the target's own description; forward EV/Sales 122.6x.more ▾less ▴ |
Which companies belong on this list is our judgement, and the sentence beside each one is the whole of our reasoning — disagree with it and the verdict above changes. Rows marked context only are shown because they are informative, but they are deliberately left out of the median. The multiples come from listed-company data priced Aug 14, 2026; a private target’s deal multiple is not audited the way theirs are.
Common questions
Is newcleo going public?
newcleo has a signed merger with the SPAC NewHold III (NHIC), announced May 27, 2026. The combined company expects to trade as NWCL. Deal status: Definitive (DA signed).
What is newcleo's SPAC deal valuation?
The announced headline equity value is $2.4B, but counting every share class — founder promote, PIPE and public shares — the effective valuation is $2.9B, 21% above the headline.
Was newcleo bought at an expensive or a cheap valuation?
The deal values newcleo at $2.8bn, or 74.2× the FY2025 actual revenue it actually reported. That is well below the 274.02× median its closest listed peers trade at — a cheap price on this measure. It is priced above 40% of them.
Does newcleo have revenue?
The filings report a revenue figure of $37.8M (FY2025A).
Educational content, not investment advice.
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