Investor Updates
INVESTOR DECK
Terra Innovatum - SOLO
Transaction Overview
The proposed business combination is expected to generate up to approximately $230 million in gross proceeds before accounting for redemptions and committed financing. This transaction values Terra Innovatum at a pre-money equity value of $475 million, reflecting a compelling discount compared to other publicly traded nuclear reactor developers.
Following the completion of the business combination, Terra Innovatum’s current management team will continue to lead the company, and Terra Innovatum shareholders will roll 100% of their equity into the newly formed public entity. The transaction has been unanimously approved by the Boards of Directors of GSRT and Terra Innovatum. Closing is anticipated to occur in the second half of 2025, subject to customary closing conditions.
Further details on the proposed transaction, including a copy of the business combination agreement and investor presentation, will be disclosed in a Form 8-K report to be filed by GSRT with the U.S. Securities and Exchange Commission (SEC), available at www.sec.gov.
Investor Presentation Download Below:
PRESS ANNOUNCEMENT
Business Combination Agreement (BCA)
Terra Innovatum To Go Public Through Business Combination with GSR III Acquisition Corp
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Transforming Energy Access with Micro-Modular Nuclear Innovation: Terra’s SOLO™ reactor is designed to bring scalable, off-grid, zero-carbon power to industrial, remote, and high-demand sectors—1 MWe at a time.
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Designed for Safety, Built for Scale: SOLO™ will be factory-assembled using licensed components and standard Low-Enriched Uranium (“LEU”) fuel; SOLO™ is engineered for rapid deployment, long-life performance, and ultra-low radiation.
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Global Readiness Meets Regulatory Momentum: Following design completion in 2024, Terra engaged the U.S. Nuclear Regulatory Commission (“NRC”) in 2025 and targets commercial deployment by 2028.
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Backed by Nuclear Industry Veterans: Terra’s leadership is built to deliver—with deep expertise in engineering, regulation, and reactor operations.
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Shareholder Alignment: The transaction values Terra at a pre-money equity valuation of $475M with up to $230M in gross proceeds to accelerate commercialization—with an earnout aligned to performance and investor value creation.
Press Release Reference Links:
PRESS ANNOUNCEMENT
Form S-4 Filing
Terra Innovatum and GSR III Acquisition Corp. File Form S-4 After Business Combination Announcement Advancing Public Listing
Transaction To Accelerate Terra Innovatum's Pathway to Commercialization of Groundbreaking Micro-Modular Nuclear Technology by 2028
Terra Innovatum Srl ("Terra Innovatum," or the "Company"), a developer of micro-modular nuclear reactors, and GSR III Acquisition Corp. ("GSRT") (Nasdaq:GSRT), a publicly traded special purpose acquisition company, today announced that Terra Innovatum and GSRT have filed a registration statement on Form S-4 with the U.S. Securities and Exchange Commission. This filing marks a key milestone toward the proposed business combination and public listing, intended to accelerate the deployment of Terra Innovatum's breakthrough micro-modular reactor technology, SOLO™, and expand access to clean, scalable and reliable energy.
Press Release Reference Links:
MEDIA
Editorials & Articles
Nuclear Reactor Maker Terra Innovatum to Go Public Via SPAC
Terra Innovatum, one of several competitors seeking to develop small-scale nuclear power, is set to go public by merging with the blank-check firm GSR III Acquisition Corp.
The company has a pre-money equity valuation of $475 million in the transaction, according to a statement confirming an earlier report by Bloomberg News. The deal will provide Terra Innovatum with up to $230 million in gross proceeds as it seeks US Nuclear Regulatory Commission approval to deploy its reactor design commercially by 2028.
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