NATURE OF OPERATIONS AND LIQUIDITY	9 Months Ended
Aug. 31, 2026
NATURE OF OPERATIONS AND LIQUIDITY
NATURE OF OPERATIONS AND LIQUIDITY	1.NATURE OF OPERATIONS AND LIQUIDITY a)Nature of operations Eagle Nuclear Energy Corp. (the “Company”) was incorporated on December 19, 2025, under the laws of the state of Nevada. The Company’s corporate office is located at 5470 Kietzke Lane, Suite 300, Reno, NV 89511. The Company is a next-generation nuclear energy company that seeks to combine domestic uranium exploration and development with proprietary small modular reactor (“SMR”) technology, with the intent of establishing a vertically integrated business model, combining uranium exploration, extraction, and production with the design and development of modular nuclear reactors intended to supply reliable power for industrial use and electricity grids. Through this approach, the Company aims to support energy security and meet growing demand for clean and scalable nuclear power solutions. The Company was incorporated as a subsidiary of Spring Valley Acquisition Corp. II (“SVII”), a special purpose acquisition corporation incorporated in the Cayman Islands, for the purpose of completing a reverse acquisition between Eagle Energy Metals Corp. (“Eagle Energy”) and SVII (Note 3), pursuant to an agreement and plan of merger (“BCA”) entered into on July 30, 2025 and as amended on September 29, 2025. On February 24, 2026, the Company, Eagle Energy, and SVII completed the reverse acquisition transaction. The transaction is also referred to as the “de-SPAC” transaction. Each of Eagle Energy and SVII became a subsidiary of the Company as part of the de-SPAC transaction. Eagle Energy is deemed the acquirer for accounting purposes, and therefore its assets, liabilities and operations are included in the unaudited condensed consolidated interim financial statements at their historical carrying values. The Company’s operations are considered to be a continuance of the business and operations of Eagle Energy, with the Company’s operations being included beginning on February 24, 2026, the closing date of the de-SPAC transaction. The Company is a public company, and its common stock and public warrants are listed on the Nasdaq Capital Market (“Nasdaq”) under the ticker symbols of “NUCL” and “NUCLW,” respectively. On February 24, 2026, the Company also completed the acquisition of Oregon Energy LLC (“Oregon Energy”) (Note 4), through which the Company acquired mining claims to explore and extract uranium (Aurora Uranium Project (“AUP”)) located in Malheur County, Oregon, approximately 16 kilometers northwest of McDermitt, Nevada. As of August 31, 2026, the Company holds 263 unpatented lode mining claims and 71 unpatented placer mining claims in the AUP, along with 27 unpatented placer mining claims in Humboldt County, Nevada. These claims collectively cover an area of approximately 43 square kilometers. b)Going concern The unaudited condensed consolidated interim financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has accumulated deficits, historically operated at a loss and had negative cash flows from operations. However, during the nine months ended August 31, 2026, as a result of the successful completion of the de-SPAC transaction (Note 3) and a PIPE financing (Note 9), the Company possesses sufficient financial resources to sustain its operations over the next 12 months from August 31, 2026 and from the filing date of these unaudited condensed consolidated financial statements. Thus the substantial doubt regarding the Company’s ability to continue as a going concern has been alleviated. As of the date of filing the quarterly report on Form 10-Q for the three months ended August 31, 2026, the Company has sufficient cash to fund its corporate activities and general and administrative costs and has undertaken project activities related to permitting and continued exploration and development. However, in order to advance any of its projects past the aforementioned objectives, the Company will need to raise additional funds. Such financing may not be available at acceptable terms, if at all. If the Company is unable to obtain additional funding when it becomes necessary it could have a material adverse effect on the Company’s business, results of operations and financial condition.

NATURE OF OPERATIONS AND LIQUIDITY

9 Months Ended

Aug. 31, 2026

1.NATURE OF OPERATIONS AND LIQUIDITY

a)Nature of operations

Eagle Nuclear Energy Corp. (the “Company”) was incorporated on December 19, 2025, under the laws of the state of Nevada. The Company’s corporate office is located at 5470 Kietzke Lane, Suite 300, Reno, NV 89511. The Company is a next-generation nuclear energy company that seeks to combine domestic uranium exploration and development with proprietary small modular reactor (“SMR”) technology, with the intent of establishing a vertically integrated business model, combining uranium exploration, extraction, and production with the design and development of modular nuclear reactors intended to supply reliable power for industrial use and electricity grids. Through this approach, the Company aims to support energy security and meet growing demand for clean and scalable nuclear power solutions.

The Company was incorporated as a subsidiary of Spring Valley Acquisition Corp. II (“SVII”), a special purpose acquisition corporation incorporated in the Cayman Islands, for the purpose of completing a reverse acquisition between Eagle Energy Metals Corp. (“Eagle Energy”) and SVII (Note 3), pursuant to an agreement and plan of merger (“BCA”) entered into on July 30, 2025 and as amended on September 29, 2025. On February 24, 2026, the Company, Eagle Energy, and SVII completed the reverse acquisition transaction. The transaction is also referred to as the “de-SPAC” transaction. Each of Eagle Energy and SVII became a subsidiary of the Company as part of the de-SPAC transaction. Eagle Energy is deemed the acquirer for accounting purposes, and therefore its assets, liabilities and operations are included in the unaudited condensed consolidated interim financial statements at their historical carrying values. The Company’s operations are considered to be a continuance of the business and operations of Eagle Energy, with the Company’s operations being included beginning on February 24, 2026, the closing date of the de-SPAC transaction.

The Company is a public company, and its common stock and public warrants are listed on the Nasdaq Capital Market (“Nasdaq”) under the ticker symbols of “NUCL” and “NUCLW,” respectively.

On February 24, 2026, the Company also completed the acquisition of Oregon Energy LLC (“Oregon Energy”) (Note 4), through which the Company acquired mining claims to explore and extract uranium (Aurora Uranium Project (“AUP”)) located in Malheur County, Oregon, approximately 16 kilometers northwest of McDermitt, Nevada. As of August 31, 2026, the Company holds 263 unpatented lode mining claims and 71 unpatented placer mining claims in the AUP, along with 27 unpatented placer mining claims in Humboldt County, Nevada. These claims collectively cover an area of approximately 43 square kilometers.

b)Going concern

The unaudited condensed consolidated interim financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities and commitments in the normal course of business. The Company has accumulated deficits, historically operated at a loss and had negative cash flows from operations. However, during the nine months ended August 31, 2026, as a result of the successful completion of the de-SPAC transaction (Note 3) and a PIPE financing (Note 9), the Company possesses sufficient financial resources to sustain its operations over the next 12 months from August 31, 2026 and from the filing date of these unaudited condensed consolidated financial statements. Thus the substantial doubt regarding the Company’s ability to continue as a going concern has been alleviated.

As of the date of filing the quarterly report on Form 10-Q for the three months ended August 31, 2026, the Company has sufficient cash to fund its corporate activities and general and administrative costs and has undertaken project activities related to permitting and continued exploration and development. However, in order to advance any of its projects past the aforementioned objectives, the Company will need to raise additional funds. Such financing may not be available at acceptable terms, if at all. If the Company is unable to obtain additional funding when it becomes necessary it could have a material adverse effect on the Company’s business, results of operations and financial condition.