NRC Accepted IMSR Principal Design Criteria Including Inherent Reactor Control Mechanisms
Completed business combination, raising approximately
“The Company made strong progress in 2025 in key areas, regulatory readiness, fuel supply development, and IMSR plant project development from engagements with deployment partners and government stakeholders,” said
Fourth Quarter and Full Year 2025 Highlights:
Texas A&M University , supported by expertise in its nuclear engineering faculty, selected Terrestrial Energy to site a full-sized commercial IMSR Plant at its RELLIS campus following a competitive and sector-wide evaluation process. This selection positions the RELLIS campus project among the first commercialGeneration IV reactor deployments on theERCOT grid and provides an impressive platform to accelerate IMSR Plant development to commercial operations.- The Company expanded commercial reach and ability to execute at greater scale across
the United States from collaboration with Ameresco, Inc., a leading energy solutions provider with strong federal procurement capabilities. This collaboration expands access to new opportunities, supports site identification and IMSR Plant project development, particularly projects benefiting from the IMSR Plant’s customization capabilities. These include integration with other energy systems, such as natural gas, for early commercial operation and improved supply resilience, which strengthens Terrestrial Energy’s ability to deliver competitive solutions for data center energy supply. - The
U.S. Nuclear Regulatory Commission (NRC) completed its safety evaluation and accepts Terrestrial Energy’s Topical Report submission on IMSR Principal Design Criteria, which includes its mechanism for inherent reactor power control, important for load following commercial applications. This is an important step forward in licensing readiness for IMSR plant construction and operation. - IMSR technology and the Company’s fuel strategy for commercial use received strong validation from the
U.S. Department of Energy (DOE) when Terrestrial Energy received two “OTA” awards, one from each of its pilot programs. The first from the DOE’s Advanced Reactor Pilot Program, which supports quick execution of the TETRA project – theTerrestrial Energy Test Reactor Assembly project. The second was from the DOE’s Fuel Line Pilot Program, which supports the Company’s schedule for completion ofFuel Line Assembly project, TEFLA, the antecedent to Terrestrial Energy’s commercial plant for IMSR Plant fuel supply. Together, these two projects provide an accelerated pathway for IMSR Plant licensing, commercial operation and fuel supply.
- Terrestrial Energy entered the concluding phase of its reactor graphite irradiation and supplier selection program at NRG PALLAS’ High Flux Reactor in Petten,
the Netherlands . These irradiation tests, conducted in one of the world’s most powerful test reactors, represent a key step in supplier selection and graphite grade qualification required for IMSR Plant licensing and operation. - The Company successfully completed its business combination with
HCM II Acquisition Corp , raising more than$292 million in gross proceeds, and began trading with a strengthened balance sheet on the Nasdaq under the ticker symbol IMSR. - Terrestrial Energy announced a manufacturing and supply contract with Westinghouse, strengthening supply-chain readiness, and the company enhanced its senior leadership team to support
U.S. commercialization efforts and deepen engagement with federal stakeholders.
Performance, Liquidity and Capital Structure:
- The Company reports a
$28 million Net Loss for 2025, representing a$17 million increase from the prior year. The increase is attributable to:- A
$5 million increase in R&D as the Company expanded materials testing and progressed graphite qualification work. - A
$10 million increase in G&A due to increased legal and accounting fees, personnel-related expenses and stock-based compensation. - A
$2 million increase in interest expense due to higher debt balances and amortization of debt discount.
- A
- As of
December 31, 2025 , the Company held approximately$298 million in cash and short-term investments. - As of
December 31, 2025 , 105.8 million shares were issued and outstanding. This consisted of approximately 81.8 million common shares and 24.0 million exchangeable shares, exchangeable into common shares on a one-for-one basis at the option of the holder.
2026 Outlook:
- The Company will provide an update on expected 2026 milestones, including commercial, regulatory and development progress, during the earnings call.
Conference Call and Webcast
Terrestrial Energy will host a conference call today at
About Terrestrial Energy
Terrestrial Energy is a developer of
Forward-Looking Statements
The statements contained in this press release that are not purely historical are forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding our expectations, milestones, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking.
The forward-looking statements contained in this press release are based on our current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that future developments affecting the Company will be those that we have anticipated. These forward-looking statements speak only as of the date of this press release and involve a number of risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to differ materially from those expressed or implied by these forward-looking statements. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) risks related to the development, manufacturing and construction of IMSR Plants and key components, including potential delays, cost overruns and contractor performance issues; (2) the Company’s ability to obtain applicable regulatory approvals and licenses on a timely basis or at all; (3) the ability of management to manage growth; (4) the possibility that the Company may be adversely affected by other economic, business and/or competitive factors, including from alternative energy technologies, energy price volatility and competition from other advanced reactor developers; (5) potential supply chain constraints and cost inflation for specialized nuclear-grade materials and components; (6) any failure to comply with the laws and regulations governing the use, transportation and disposal of toxic, hazardous and/or radioactive materials; (7) changes in domestic and foreign business, market, financial and political conditions and in applicable laws and regulations, including tariffs; (8) the ability to raise additional funding in the future; (9) the outcome of any legal proceedings that may be instituted against the Company; and (10) other risk factors described herein as well as the risk factors and uncertainties described in the documents filed by the Company from time to time with the U.S. Securities and Exchange Commission (the “SEC”).
The foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing risk factors and the other risks and uncertainties described in the documents filed by the Company from time to time with the
The information contained in this press release is provided as of the date hereof and may change and the Company and its representatives and affiliates specifically disclaim any obligation to and do not intend to, update or revise any forward-looking statements, whether as a result of new information, inaccuracies, future events or otherwise, except as may be required under applicable securities laws. Information contained on our website is not a part of or incorporated into this press release.
The Company and its affiliates, officers, employees and agents make no representation or warranty, express or implied, as to the accuracy, completeness, or reliability of the information contained in this press release and expressly disclaim any liability for any errors, omissions, or reliance on such information.
This press release may contain references to trademarks, service marks and trade names belonging to the Company or other entities. Solely for convenience, such trademarks, service marks and trade names may appear in this press release without the ®, ™, or ? symbols, but such references are not intended to indicate, in any way, that the Company or applicable licensor will not assert, to the fullest extent under applicable law, its rights to these marks.
Terrestrial Energy Investor Center:
https://www.terrestrialenergy.com/investors
Terrestrial Energy Media & Investor Contact:
investor@terrestrialenergy.com
Consolidated Balance Sheets (Expressed in U.S. Dollars) | ||||||||
| 2025 | 2024 | |||||||
| ASSETS | ||||||||
| Current assets | ||||||||
| Cash and cash equivalents | $ | 97,164,391 | $ | 3,021,795 | ||||
| Short-term investments | 200,626,281 | — | ||||||
| Prepaid expenses and other current assets | 1,769,264 | 270,091 | ||||||
| Total current assets | 299,559,936 | 3,291,886 | ||||||
| Property and equipment, net | 834,795 | 770,548 | ||||||
| Intangible assets, net | 707,749 | 616,972 | ||||||
| Right-of-use assets | 1,814,333 | 622,450 | ||||||
| Other assets | 63,611 | 29,748 | ||||||
| Total Assets | $ | 302,980,424 | $ | 5,331,604 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT) | ||||||||
| Current liabilities | ||||||||
| Accounts payable and accrued expenses | $ | 5,500,946 | $ | 748,867 | ||||
| Operating lease liabilities, current | 383,223 | 114,507 | ||||||
| Finance lease liabilities, current | 33,362 | 140,796 | ||||||
| Related party advance | — | 100,000 | ||||||
| Total current liabilities | 5,917,531 | 1,104,170 | ||||||
| Convertible notes, net of debt discount | — | 13,708,832 | ||||||
| Accrued interest on convertible notes | — | 266,554 | ||||||
| Convertible notes, net of debt discount – related parties | — | 2,371,994 | ||||||
| Accrued interest on convertible notes – related parties | — | 57,116 | ||||||
| Operating lease liabilities, noncurrent | 1,600,672 | 598,493 | ||||||
| Finance lease liabilities, noncurrent | 55,979 | 49,044 | ||||||
| Deferred tax liabilities, net | — | 665,953 | ||||||
| Total liabilities | 7,574,182 | 18,822,156 | ||||||
| Commitments and Contingencies | ||||||||
| Stockholders’ Equity (Deficit) | ||||||||
| Common shares, | 8,177 | 3,916 | ||||||
| Exchangeable shares, | 2,401 | 2,401 | ||||||
| Additional paid-in-capital | 418,814,641 | 82,774,184 | ||||||
| Accumulated deficit | (124,624,883 | ) | (96,608,242 | ) | ||||
| Accumulated other comprehensive income | 1,205,906 | 337,189 | ||||||
| Total stockholders’ equity (deficit) | 295,406,242 | (13,490,552 | ) | |||||
| Total liabilities and stockholders’ equity (deficit) | $ | 302,980,424 | $ | 5,331,604 | ||||
Consolidated Statements of Operations and Comprehensive Loss For the years ended (Expressed in U.S. Dollars) | ||||||||
| 2025 | 2024 | |||||||
| REVENUE | ||||||||
| Engineering services revenue | $ | — | $ | 248,357 | ||||
| TOTAL REVENUE | — | 248,357 | ||||||
| OPERATING EXPENSES | ||||||||
| Research and development costs | 9,767,996 | 5,176,932 | ||||||
| General and administrative | 14,266,775 | 4,168,576 | ||||||
| Depreciation and amortization | 1,161,704 | 1,256,391 | ||||||
| Total Operating Expenses | 25,196,475 | 10,601,899 | ||||||
| OPERATING LOSS | (25,196,475 | ) | (10,353,542 | ) | ||||
| OTHER (EXPENSE) INCOME | ||||||||
| Government grants | 323,496 | 708,004 | ||||||
| Interest expense | (3,900,997 | ) | (1,223,929 | ) | ||||
| Interest expense – related party | (438,214 | ) | (88,906 | ) | ||||
| Loss on extinguishment of debt | — | (1,183,289 | ) | |||||
| Interest and dividend income | 1,270,713 | 59,860 | ||||||
| Foreign exchange gain (loss) | (57,214 | ) | 617,357 | |||||
| OTHER (EXPENSE) INCOME | (2,802,216 | ) | (1,110,903 | ) | ||||
| Net loss before income tax | (27,998,691 | ) | (11,464,445 | ) | ||||
| Income tax expense | (17,950 | ) | (20,965 | ) | ||||
| Net loss | (28,016,641 | ) | (11,485,410 | ) | ||||
| Loss per common share, basic and diluted | $ | (0.39 | ) | $ | (0.19 | ) | ||
| Weighted-Average Shares of Common Shares Outstanding, Basic and diluted | 71,646,985 | 60,414,175 | ||||||
| Net loss | $ | (28,016,641 | ) | $ | (11,485,410 | ) | ||
| Other comprehensive (loss) income net of tax: | ||||||||
| Foreign currency translation adjustments | (260,731 | ) | 395,525 | |||||
| Change in unrealized gains on short-term investments | 1,129,448 | — | ||||||
| Comprehensive loss | $ | (27,147,924 | ) | $ | (11,089,885 | ) | ||
Consolidated Statements of Changes in Stockholders’ Equity (Deficit) For the years ended (Expressed in U.S. Dollars) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Terrestrial Energy Inc. Stockholders’ Equity (Deficit) | Attributable to Non- Controlling Interest | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Preferred | Common | Preferred Exchangeable | Common Exchangeable | Exchangeable | Additional | Accumulated Other Comprehensive | |||||||||||||||||||||||||||||||||||||||||||||||
| Shares | Shares | Shares | Shares | Shares | Paid-In- | Income (Loss) | |||||||||||||||||||||||||||||||||||||||||||||||
| Shares* | Amount* | Shares* | Amount* | Shares* | Amount* | Shares* | Amount* | Shares | Amount | Capital | Accumulated Deficit | Total | |||||||||||||||||||||||||||||||||||||||||
| Balance, | 137,672 | 138 | 675,281 | 675 | 6,200 | 6 | 530,924 | 531 | — | — | 79,769,519 | (58,336 | ) | (85,122,832 | ) | (5,410,299 | ) | 534,611 | (4,875,688 | ) | |||||||||||||||||||||||||||||||||
| Retrospective application of recapitalization (Note 3) | (137,672 | ) | (138 | ) | 35,666,101 | 2,959 | (6,200 | ) | (6 | ) | (530,924 | ) | (531 | ) | 24,011,017 | 2,401 | (4,685 | ) | — | — | — | — | — | ||||||||||||||||||||||||||||||
| Adjusted balance - | — | $ | — | 36,341,382 | $ | 3,634 | — | $ | — | — | $ | — | 24,011,017 | $ | 2,401 | 79,764,834 | $ | (58,336 | ) | $ | (85,122,832 | ) | $ | (5,410,299 | ) | $ | 534,611 | $ | (4,875,688 | ) | |||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | — | — | 670,243 | — | — | 670,243 | — | 670,243 | |||||||||||||||||||||||||||||||||||||
| Acquisition of non-controlling interest | — | — | 2,818,520 | 282 | — | — | — | — | — | — | 534,329 | — | — | 534,611 | (534,611 | ) | — | ||||||||||||||||||||||||||||||||||||
| Issuance of warrants in connection with convertible notes, net of tax | — | — | — | — | — | — | — | — | — | — | 2,006,982 | — | — | 2,006,982 | — | 2,006,982 | |||||||||||||||||||||||||||||||||||||
| Loss on extinguishment of debt from related parties | — | — | — | — | — | — | — | — | — | — | (202,204 | ) | — | — | (202,204 | ) | — | (202,204 | ) | ||||||||||||||||||||||||||||||||||
| Currency translation adjustments | — | — | — | — | — | — | — | — | — | — | — | 395,525 | — | 395,525 | — | 395,525 | |||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | — | — | — | — | — | (11,485,410 | ) | (11,485,410 | ) | — | (11,485,410 | ) | ||||||||||||||||||||||||||||||||||
| Balance, | — | $ | — | 39,159,901 | $ | 3,916 | — | $ | — | — | $ | — | 24,011,017 | $ | 2,401 | 82,774,184 | $ | 337,189 | $ | (96,608,242 | ) | $ | (13,490,552 | ) | $ | — | $ | (13,490,552 | ) | ||||||||||||||||||||||||
| Stock-based compensation | — | — | — | — | — | — | — | — | — | — | 3,103,702 | — | — | 3,103,702 | — | 3,103,702 | |||||||||||||||||||||||||||||||||||||
| Issuance of Series A-1 preferred shares for cash* | — | — | 2,812,708 | 282 | — | — | — | — | — | — | 25,796,919 | — | — | 25,797,201 | — | 25,797,201 | |||||||||||||||||||||||||||||||||||||
| Issuance of warrants in connection with convertible notes, net of tax | — | — | — | — | — | — | — | — | — | — | 2,594,531 | — | — | 2,594,531 | — | 2,594,531 | |||||||||||||||||||||||||||||||||||||
| Shares issued upon exercise of warrants | — | — | 2,011,632 | 201 | — | — | — | — | — | — | 4,499,799 | — | — | 4,500,000 | — | 4,500,000 | |||||||||||||||||||||||||||||||||||||
| Shares issued upon exercise of options | — | — | 67,054 | 7 | — | — | — | — | — | — | 129 | — | — | 136 | — | 136 | |||||||||||||||||||||||||||||||||||||
| Merger financing | — | — | 28,742,610 | 2,874 | — | — | — | — | — | — | 243,064,103 | — | — | 243,066,977 | — | 243,066,977 | |||||||||||||||||||||||||||||||||||||
| Transaction costs | — | — | — | — | — | — | — | — | — | — | (22,305,729 | ) | — | — | (22,305,729 | ) | — | (22,305,729 | ) | ||||||||||||||||||||||||||||||||||
| Conversion of convertible notes to Common Shares | — | — | 3,977,517 | 397 | — | — | — | — | — | — | 29,787,503 | — | — | 29,787,900 | — | 29,787,900 | |||||||||||||||||||||||||||||||||||||
| Issuance of shares to PIPE investors | — | — | 5,000,000 | 500 | — | — | — | — | — | — | 49,499,500 | — | — | 49,500,000 | — | 49,500,000 | |||||||||||||||||||||||||||||||||||||
| Currency translation adjustments | — | — | — | — | — | — | — | — | — | — | — | (260,731 | ) | — | (260,731 | ) | — | (260,731 | ) | ||||||||||||||||||||||||||||||||||
| Change in unrealized gains on short-term investments | — | — | — | — | — | — | — | — | — | — | 1,129,448 | — | 1,129,448 | — | 1,129,448 | ||||||||||||||||||||||||||||||||||||||
| Net loss | — | — | — | — | — | — | — | — | — | — | — | — | (28,016,641 | ) | (28,016,641 | ) | — | (28,016,641 | ) | ||||||||||||||||||||||||||||||||||
| Balance, | - | $ | — | 81,771,422 | $ | 8,177 | — | $ | — | — | $ | — | 24,011,017 | $ | 2,401 | 418,814,641 | $ | 1,205,906 | $ | (124,624,883 | ) | $ | 295,406,242 | $ | — | $ | 295,406,242 | ||||||||||||||||||||||||||
* Share amounts have been retroactively restated to give effect to the Business Combination.
Consolidated Statements of Cash Flows For the years ended (Expressed in U.S. Dollars) | ||||||||
| 2025 | 2024 | |||||||
| Cash flows from operating activities | ||||||||
| Net loss | $ | (28,016,641 | ) | $ | (11,485,410 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization | 1,161,704 | 1,256,391 | ||||||
| Loss on extinguishment of debt | — | 1,183,289 | ||||||
| Amortization of debt discount | 2,137,984 | 802,573 | ||||||
| Stock-based compensation | 3,103,702 | 670,243 | ||||||
| Unrealized foreign currency transaction gain | (807,193 | ) | (812,849 | ) | ||||
| Noncash lease expense | 471,362 | 152,086 | ||||||
| Deferred income taxes | 15,401 | (15,401 | ) | |||||
| Changes in operating assets and liabilities | ||||||||
| Accounts receivable | — | 19,163 | ||||||
| Prepaid expenses and other current assets | (1,750,631 | ) | 166,315 | |||||
| Accounts payable and accrued expenses | 5,366,309 | (196,299 | ) | |||||
| Accrued interest | 1,847,554 | 152,571 | ||||||
| Accrued interest - related party | 326,047 | 37,848 | ||||||
| Operating lease payments | (328,510 | ) | (133,454 | ) | ||||
| Net cash used in operating activities | (16,472,912 | ) | (8,202,934 | ) | ||||
| Cash flows from investing activities | ||||||||
| Purchases of intangible assets | (86,150 | ) | (54,404 | ) | ||||
| Purchases of property and equipment | (1,055,307 | ) | (607,866 | ) | ||||
| Purchase of short-term investments | (199,496,832 | ) | — | |||||
| Net cash used in investing activities | (200,638,289 | ) | (662,270 | ) | ||||
| Cash flows from financing activities | ||||||||
| Proceeds from issuance of convertible notes | 9,335,000 | 6,563,000 | ||||||
| Proceeds from issuance of convertible notes – related parties | 1,650,000 | 650,000 | ||||||
| Proceeds from Series A-1 preferred shares issuance | 25,797,201 | — | ||||||
| Proceeds from the exercise of stock options for common shares | 136 | — | ||||||
| Proceeds from warrant exercise for common shares | 4,500,000 | — | ||||||
| Proceeds from issuance of shares to PIPE investors | 49,500,000 | — | ||||||
| Proceeds from merger financing | 243,066,977 | — | ||||||
| Payment of merger and recapitalization related transaction costs | (22,305,729 | ) | — | |||||
| Proceeds from related party advances | — | 100,000 | ||||||
| Repayment of finance lease liabilities | (149,138 | ) | (58,732 | ) | ||||
| Net cash provided by financing activities | 311,394,447 | 7,254,268 | ||||||
| Effect of exchange rate changes on cash and cash equivalents | (140,650 | ) | 32,201 | |||||
| Increase (decrease) in cash and cash equivalents during the year | 94,142,596 | (1,578,735 | ) | |||||
| Cash and cash equivalents, beginning of year | 3,021,795 | 4,600,530 | ||||||
| Cash and cash equivalents, end of year | $ | 97,164,391 | $ | 3,021,795 | ||||
| Supplemental cash flow information | ||||||||
| Interest paid | $ | — | $ | 514,431 | ||||
| Supplemental noncash investing and financing activities | ||||||||
| Conversion of convertible notes to common shares | $ | 29,787,900 | $ | — | ||||
| Initial recognition of finance leases | $ | 42,590 | $ | — | ||||
| Recognition of warrants in connection with convertible notes, net of tax | $ | 2,594,531 | $ | 2,006,982 | ||||
| Related party debt extinguishment | $ | — | $ | 202,204 | ||||
| Acquisition of non-controlling interest | $ | — | $ | 534,611 | ||||
