Mr. Michael Collins reports

NUCLEAR FUELS ANNOUNCES COMPLETION OF BOUGHT DEAL OFFERING, INCLUDING FULL EXERCISE OF OVER- ALLOTMENT OPTION

Nuclear Fuels Inc. has closed its previously announced private placement consisting of an aggregate of 12.72 million units, including exercise in full of the underwriter's overallotment option, at a price of 60 cents per unit, for aggregate gross proceeds to the company of $7,632,000. Each unit consists of one common share of the company and one-half of one common share purchase warrant. Each whole warrant entitles the holder to purchase one common share of the company at a price of 80 cents per share until Jan. 24, 2027. The warrants were issued pursuant to a warrant indenture dated Jan. 24, 2024, between the company and Endeavor Trust Corp., as warrant agent.

PI Financial Corp., as sole bookrunner, along with PowerOne Capital Markets Ltd. as co-lead, acted as the underwriters in connection with the offering. In consideration for the services provided by the underwriters in connection with the offering, the company paid the underwriters a cash commission of $413,204.88 and issued to the underwriters an aggregate of 620,024 compensation options. Each compensation option is exercisable into one common share of the company at a price of 60 cents per share until Jan. 24, 2027.

The company intends to use the net proceeds from the offering for exploration and development expenses for the Kaycee, Moonshine and other projects and for general working capital purposes.

The securities issued in connection with the offering, including any underlying securities, are subject to a hold period of four months, expiring on May 25, 2024, in accordance with applicable securities laws.

Related party transaction

EnCore Energy Corp., an insider of the company, participated in the offering, acquiring 1,716,260 units for a total value of $1,029,756. The insider participation constitutes a related party transaction under Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions. After the offering, EnCore holds an 18.3-per-cent stake in the company. The company will be relying on the exemptions from the formal valuation requirements contained in Section 5.5(b) of MI 61-101 and the minority shareholder approval requirements contained in Section 5.7(1) (a) of MI 61-101, as the company is not listed on specified markets and the fair market value of the insider participation in the offering does not exceed 25 per cent of the company's market capitalization, as determined in accordance with MI 61-101. The company did not file a material change report 21 days before closing of the offering as the details of the insider participation were not known at that me.

Early warning disclosure

EnCore acquired 1,716,260 units at a price of 60 cents per unit for the aggregate purchase price of $1,029,756 pursuant to the offering. Immediately prior to the offering, EnCore held 9,327,800 common shares of the company, representing approximately 19.59 per cent of the issued and outstanding common shares of the company on an undiluted basis. Following the offering, EnCore holds 11,044,060 common shares of the company and 858,130 warrants, representing approximately 18.3 per cent of the issued and outstanding common shares of the company on an undiluted basis and approximately 19.45 per cent of the issued and outstanding common shares of the company on a partially diluted basis, assuming the exercise of all warrants held by EnCore.

EnCore acquired the securities of the company for investment purposes, and may, depending on market and other conditions, increase or decrease its beneficial ownership of the company's securities, whether in the open market, by privately negotiated agreements or otherwise, subject to a number of factors, including general market conditions and other available investment and business opportunities.

The disclosure respecting EnCore's security holdings of the company contained in this news release is made pursuant to National Instrument 62-103 -- The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and National Instrument 62-104 -- Take-Over Bids and Issuer Bids, and a report respecting the above acquisition will be filed with the applicable securities regulatory authorities and will be available for viewing under the company's profile on the SEDAR+ website.

About Nuclear Fuels Inc.

Nuclear Fuels is committed to aggressive exploration of district-scale in situ recovery (ISR) uranium projects in proven and prolific jurisdictions. Focused on its priority Kaycee Project, located in Wyoming's Powder River basin, its goal is to advance the project onto a path to production. With existing historic resources through a 33-mile trend, over 110 miles of mapped roll-fronts and 3,800 drill holes, Nuclear Fuels has secured the district under one company's control for the first time since the early 1980s. Nuclear Fuels also provides a unique model for development of its other uranium projects and has established a pipeline of future opportunities in known uranium jurisdictions.

We seek Safe Harbor.