Eagle Nuclear Energy (NUCL) Registration filing summary

Company overview and business model

• Operates as a next-generation nuclear energy company, integrating domestic uranium exploration and development with proprietary small modular reactor (SMR) technology.

• Owns the largest mineable, measured and indicated uranium deposit in the U.S., the Aurora Uranium Project in Oregon, with 32.75 million pounds (Indicated) and 4.98 million pounds (Inferred) uranium resources.

• SMR technology is based on liquid metal-cooled reactors, licensed from the University of New Mexico, including VSLLIM (<10MWth) and SLIMM (10–100MWth) models.

• Aims to supply uranium to the nuclear energy industry and develop SMRs for clean, reliable, and affordable energy, targeting utilities, advanced computing, and AI sectors.

• May enter offtake agreements to sell excess uranium to energy producers, utilities, and advanced reactor developers.

Financial performance and metrics

• As of November 30, 2025, reported a net loss of $5,260,632 and cash of $1,301,928; accumulated deficit was $6,280,689.

• No revenues to date; expects continued net losses and negative cash flows for the foreseeable future.

• Working capital as of November 30, 2025 was $621,306; company relies on equity financing to fund operations.

• Oregon Energy LLC, acquired in the business combination, also reported operating losses and relies on member capital contributions.

Use of proceeds and capital allocation

• Will not receive proceeds from the sale of shares or warrants by selling securityholders.

• May receive up to $270.6 million from the exercise of warrants, if exercised for cash; proceeds to be used for general corporate purposes.

• Actual cash proceeds depend on the market price of common stock relative to warrant exercise prices ($11.50 for public/private warrants, $12.00 for PIPE warrants).