Eagle Nuclear Energy enters deal to acquire Noble Plains Uranium

Item 1.01. Entry into a Material Definitive Agreement.

On October 30, 2026 (the¹

"Effective Date"), Eagle Nuclear Energy Corp. (the "Company") entered into a binding letter of intent (the "LOI") with Noble Plains Uranium Corp., a company existing under the Business Corporations Act (British Columbia) (the "BCBCA") whose common shares are listed on the TSX Venture Exchange (the "TSXV") under the symbol "NOBL" (the "Target"), pursuant to which the Company, directly or through a wholly owned subsidiary, proposes to acquire all of the issued and outstanding common shares of the Target (the "Target Shares") in exchange for shares of the Company's common stock, par value $0.0001 per share (the "Common Stock").¹ The proposed transaction (the "Transaction") is expected to be implemented by way of a court-approved plan of arrangement under Division 5 of Part 9 of the BCBCA (the "Arrangement"), following which the Target would become a wholly owned subsidiary of the Company.²

Binding and Non-Binding Terms. The LOI contains both binding and non-binding provisions. The provisions described below under "Due

Diligence," "Exclusivity," "Break Fee," "Bridge Loan" and "Other Binding Terms," the provisions of the LOI establishing the Exchange Ratio (as defined below) and providing that it is fixed, together with the provisions of the LOI relating to access and interim conduct, regulatory cooperation, confidentiality, public announcements, expenses, termination and representations (collectively, the "Binding Provisions"), became legally binding on the Company and the Target upon execution of the LOI. All other provisions of the LOI, including the remaining terms described below under "Structure and Consideration" and those described under "Definitive Agreement and Closing Conditions," are non-binding, set forth only the principal terms on which the parties intend to proceed, and remain subject to the negotiation and execution of a definitive arrangement agreement (the "Definitive Agreeme

Item

7.01. Regulation FD Disclosure.

On November 4, 2026, the Company and the Target each issued a press release announcing the entry into the LOI (the "Company Press³

Release" and the "Target Press Release," respectively, and together, the "Press Releases").³ A copy of the Company Press Release is furnished as Exhibit 99.1, and a copy of the Target Press Release is furnished as Exhibit 99.2, to this Current⁴

Report on Form 8-K..⁴

The information in⁴

Item 7.01 of this Current Report on Form 8-K, including the Press Releases furnished as Exhibits 99.1 and 99.2 hereto, shall not be deemed "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section,⁴ nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.