Pender holding General Fusion, Spring Valley to merge

Executive Summary

• General Fusion Inc. has entered into a definitive business combination agreement with Spring Valley Acquisition Corp. III (SVAC), a special purpose acquisition company.
• Upon closing, General Fusion is expected to list on Nasdaq under the ticker symbol GFUZ, with the transaction anticipated to close in mid-2026.
• The transaction implies a pro forma equity value of approximately $1 billion (U.S.), driven by $100 million (U.S.) in committed financing and $230 million (U.S.) from SVAC’s trust capital.

Key Details

• Transaction Structure: Definitive business combination agreement between General Fusion Inc. and Spring Valley Acquisition Corp. III.
• Listing: Expected listing on Nasdaq under ticker symbol GFUZ.
• Timeline: Expected completion in mid-2026, subject to customary closing conditions including regulatory and shareholder approvals.
• Valuation: Implied pro forma equity value of approximately $1 billion (U.S.).
• Capitalization:
  • Committed financing: Approximately $100 million (U.S.).
  • SVAC trust capital: Approximately $230 million (U.S.) (assuming no redemptions).
• Impact on Pender Growth Fund (PTF):
  • Net asset value increase: Approximately $27.3 million.
  • Per-share impact: Approximately $3.93 per PTF share.
  • Outstanding shares: 6,933,229 Class C shares.
• Use of Proceeds: General Fusion intends to use proceeds to further advance the Lawson Machine 26 (LM26) program and achieve key technical milestones toward commercial fusion.
• Technology Status: General Fusion is operating the world-first large-scale magnetized target fusion (MTF) demonstration machine, Lawson Machine 26.

Notable Quotes

• "This is exciting news for General Fusion. After more than 20 years of developing and demonstrating its magnetized target fusion technology, the company has built and is operating a world-first large-scale MTF demonstration machine, called Lawson Machine 26, which puts it at the forefront of practical fusion technology development efforts."
• "At Pender, it is excited about the long-term potential of nuclear fusion as a critical part of future industrial infrastructure. Its development sits at the intersection of two key investment themes it continues to focus on: the energy transition and the scaling demands of artificial intelligence and digital infrastructure."