Eagle Nuclear Energy Corp.

Eagle Nuclear Energy Corp. (New Eagle) is a next-generation nuclear energy company combining domestic uranium exploration and development with proprietary small modular reactor (SMR) technology. It owns the Aurora Uranium Project, the largest mineable measured and indicated uranium deposit in the US with 32.75 million pounds indicated and 4.98 million pounds inferred resources, located in Oregon. New Eagle holds an exclusive license from UNM Rainforest Innovations for SMR technologies including VSLLIM (<10MWth) and SLIMM (10-100MWth) reactors based on sodium-cooled fast-spectrum designs. The company went public via a de-SPAC merger with Spring Valley Acquisition Corp. II (SVII) on February 24, 2026, issuing 23.35 million shares as Aggregate Merger Consideration to Eagle stockholders and raising $29.7 million through PIPE Financing via 29,700 shares of Series A Preferred Stock and warrants. This registration statement covers resale by Selling Securityholders of up to 30.06 million Common Shares and 11.92 million Warrants, plus issuance of up to 29.36 million Common Shares upon Warrant exercise and Preferred conversion. New Eagle has no current revenues, incurred $5.26 million net loss for FYE November 30, 2025, with $1.30 million cash. Investment thesis centers on supplying uranium to growing nuclear demand amid energy transition, leveraging Aurora's shallow open-pit economics and SMR tech for integrated platform, though early-stage risks, permitting hurdles, and uranium price volatility persist.

Key Takeaways