Filed
by Launch Two Acquisition Corp.
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under
the Securities Exchange Act of 1934
Subject
Company: Launch Two Acquisition Corp.
Commission File No.: 001-42306
As
previously disclosed, on June 25, 2026, Launch Two Acquisition Corp., a Cayman Islands exempted company (“Launch Two”),
entered into a Business Combination Agreement (the “Business Combination Agreement”) with NuCube Energy, Inc., a Delaware
corporation (“NuCube”).
On
August 25, 2026, NuCube issued the below press release and made the below communications on its LinkedIn and X accounts.
NuCube
Energy and Canadian Nuclear Laboratories Commence Research and Development Project Supporting Advanced Reactors
Collaboration
to Deliver Data Identification, Modeling, and Analysis to Validate Microreactor Technology
IDAHO
FALLS, Idaho and CHALK RIVER, Ontario — Aug. 25, 2026 — NuCube Energy, Inc. (“NuCube”), an advanced-nuclear
technology company productizing factory-built microreactors, today announced the commencement of research and development activities
pursuant to its agreement with Canadian Nuclear Laboratories Ltd. (“CNL”) to collaborate on research that will progress aspects
of the NuCube reactor design.
Under
the initiative, CNL will qualify existing experimental data and benchmark computational models used to predict heat pipe performance
at temperatures above 900 degrees Celsius.
The
qualified experimental data provided by CNL will expand the validation database for NuCube’s computational model and is expected
to play an important role in supporting the licensing pathway for NuCube’s technology.
“Our
collaboration with Canadian Nuclear Laboratories represents an important opportunity to further validate NuCube Energy’s heat pipe
technology and advance the refinement of our high-temperature reactor design,” said Cristian Rabiti, CEO of NuCube Energy. “We
are pleased to work together on these important efforts as we continue pursuing our goal of delivering clean, carbon-free power to customers
worldwide.”
NuCube’s
advanced reactor development efforts are critical to providing safe, secure, clean, and cost-effective means to meet market demand.
“A
key part of CNL’s mandate is helping enable innovation in Canada’s nuclear industry,” said Monica Regalbuto, Vice-President, Science
& Technology at Canadian Nuclear Laboratories. “By making our research infrastructure, expertise, and scientific capabilities
available, we help technology developers address important technical questions and generate the data needed to advance their work. This
collaboration reflects CNL’s role as Canada’s national laboratory and our commitment to supporting a strong and innovative nuclear sector.”
On
June 25, 2026, NuCube announced that it has entered into a business combination agreement with Launch Two Acquisition Corp. (NASDAQ:
LPBB) (“Launch Two”). Upon closing, the combined company is expected to be listed on Nasdaq or NYSE, subject to satisfaction
of listing requirements and other conditions to closing the business combination.
Media
Contacts:
Gateway
Group, Inc.
NuCube@gateway-grp.com
NuCube
Energy
media@nucube.energy
CNL
Contact:
Philip Kompass
Director, Corporate Communications
1-866-886-2325
media@cnl.ca
About
CNL
As
Canada’s premier nuclear science and technology laboratory and working under the direction of Atomic Energy of Canada Limited (AECL),
CNL is a world leader in the development of innovative nuclear science and technology products and services. CNL fulfils three strategic
priorities of national importance – restoring and protecting the environment, advancing clean energy technologies, and contributing
to the health of Canadians.
By
leveraging the assets owned by AECL, CNL also serves as the nexus between government, the nuclear industry, the broader private sector,
and the academic community. CNL works in collaboration with these sectors to advance innovative Canadian products and services towards
real-world use, including carbon-free energy, cancer treatments and other therapies, non-proliferation technologies and waste management
solutions.
To
learn more about CNL, please visit www.cnl.ca.
About
NuCube Energy, Inc.
NuCube
Energy, Inc. is an advanced nuclear technology company developing factory-built microreactors that deliver firm, carbon-free electricity
and high-temperature process heat at the point of use. The Company’s NuSun™ platform is built around a solid-state, heat-pipe-cooled
reactor that eliminates the coolant pumps and complex heat exchangers, as well as large pressure vessels found in conventional reactors,
supporting a passively safe, walk-away design intended to simplify licensing, lower lifecycle cost and accelerate commercial scaling
compared to other advanced nuclear technologies.
NuCube
operates an integrated develop-build-operate model spanning site selection and licensing, factory fabrication, fuel procurement, long-life
operation, and commercialization through reactor sales, operations-as-a-service, and technology licensing. For more information, visit www.nucube.energy.
Additional
Information and Where to Find It
In connection with the proposed Business Combination, Launch Two and NuCube intend to file with the
SEC a registration statement on Form S-4, (as amended or supplemented from time to time, the “Registration Statement”), which
will include a proxy statement/prospectus relating to the proposed business combination. Investors, shareholders, and other interested
persons are urged to read the Registration Statement, the proxy statement/prospectus, and all other relevant documents filed with the
SEC carefully and in their entirety when they become available because they will contain important information about Launch Two, NuCube,
and the Business Combination. Investors will be able to obtain free copies of these documents through the website maintained by the SEC
at www.sec.gov.
This
press release does not constitute an offer to sell, or a solicitation of an offer to buy, any securities, or a solicitation of any proxy,
vote, consent, or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale
would be unlawful. No offering of securities shall be made except by means of a prospectus meeting the requirements of the Securities
Act of 1933, as amended, or an exemption therefrom.
NEITHER
THE SEC NOR ANY STATE SECURITIES REGULATORY AGENCY HAS APPROVED OR DISAPPROVED THE BUSINESS COMBINATION DESCRIBED HEREIN, PASSED UPON
THE MERITS OR FAIRNESS OF THE BUSINESS COMBINATION OR ANY RELATED TRANSACTIONS OR PASSED UPON THE ADEQUACY OR ACCURACY OF THE INFORMATION
IN THIS PRESS RELEASE. ANY REPRESENTATION TO THE CONTRARY CONSTITUTES A CRIMINAL OFFENSE.
Participants
in Solicitation
NuCube
and Launch Two and their respective directors, managers and executive officers may be deemed under SEC rules to be participants in the
solicitation of proxies of Launch Two’s shareholders in connection with the Business Combination. Investors and security holders
may obtain more detailed information regarding the names and interests of Launch Two’s directors and officers in the Business Combination
in Launch Two’s filings with the SEC, including the IPO Prospectus (as defined below). To the extent that holdings of Launch Two’s
securities have changed from the amounts reported in the IPO Prospectus, such changes have been or will be reflected on Statements of
Change in Ownership on Form 4 filed with the SEC. Information regarding the persons who may, under SEC rules, be deemed participants
in the solicitation of proxies of Launch Two’s shareholders in connection with the Business Combination will be set forth in the
proxy statement/prospectus on Form S-4 for the Business Combination, which will be filed by Launch Two and NuCube with the SEC. Investors,
shareholders and other interested persons are urged to read the proxy statement/prospectus and other relevant documents that will be
filed with the SEC carefully and in their entirety when they become available because they will contain important information about the
Business Combination. Investors, shareholders and other interested persons will be able to obtain free copies of the proxy statement/prospectus
and other documents containing important information about NuCube and Launch Two through the website maintained by the SEC at www.sec.gov.
No
Offer or Solicitation
This
Press Release and any oral statements made in connection with this Press Release does not constitute (i) a solicitation of a proxy, consent
or authorization with respect to any securities or in respect of the Business Combination or (ii) an offer to sell, a solicitation of
an offer to buy or a recommendation to purchase any security of NuCube, Launch Two, or CNL, any of their respective affiliates in any
jurisdiction, nor shall there be any sale, issuance or transfer of any securities in any jurisdiction where, or to any person to whom,
such offer, solicitation or sale may be unlawful under the laws of such jurisdiction. This Press Release does not constitute either advice
or a recommendation regarding any securities. No offering of securities shall be made except by means of a prospectus meeting the requirements
of the Securities Act of 1933, as amended, or an exemption therefrom. Investment in any securities described herein has not been approved
or disapproved by the SEC or any other regulatory authority nor has any authority passed upon or endorsed the merits of the offering
or the accuracy or adequacy of the information contained herein any representation to the contrary is a criminal offense.
Forward-Looking
Statements
This
Press Release contains certain forward-looking statements within the meaning of the U.S. federal securities laws with respect to the
Parties and the Business Combination, including expectations, hopes, beliefs, intentions, plans, prospects, financial results or strategies
regarding NuCube, Launch Two, the Combined Company, and statements regarding the anticipated benefits and timing of the completion of
the Business Combination, the assets held by NuCube and by Launch Two, advanced nuclear energy, microreactor deployment, industrial power
generation, AI data center energy demand and related energy infrastructure trends, the anticipated business of the Combined Company,
NuCube and the markets in which they operate, planned business strategies, including, without limitation, NuCube’s plans to deploy
its microreactor technologies to support industrial, manufacturing and data center energy needs, plans and use of proceeds, objectives
of management for future operations of NuCube, expected operating costs of the Combined Company and its subsidiaries, the upside potential
and opportunity for investors, the Combined Company and NuCube’s plan for value creation and strategic advantages, market size
and growth opportunities, regulatory conditions, competitive position and the interest of other corporations in similar business strategies,
technological and market trends, future financial condition and performance and expected financial impacts of the Business Combination,
the satisfaction of closing conditions to the Business Combination and the level of redemptions of Launch Two’s public shareholders,
and the Parties’ respective or collective expectations, intentions, strategies, assumptions, or beliefs about future events, results
of operations, or performance or that do not solely relate to historical or current facts. These forward-looking statements generally
are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,”
“intend,” “strategy,” “future,” “opportunity,” “potential,” “plan,”
“may,” “should,” “will,” “would,” “will be,” “will continue,”
“will likely result,” and similar expressions; but the Press Release may include other forward-looking information and data
that are not preceded by any of the foregoing words. In addition, any statements that refer to projections, forecasts or other characterizations
of future events or circumstances, including any underlying assumptions, are forward-looking statements.
Forward-looking
statements are predictions, projections and other statements about future events or conditions that are based on current expectations
and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially
from the forward-looking statements in this Press Release, including, but not limited to: the risk that the Business Combination may
not be completed in a timely manner or at all, which may adversely affect the price of Launch Two’s securities; the risk that the
Business Combination may not be completed by Launch Two’s business combination deadline or any extension thereto; the failure by
the Parties to satisfy the conditions to the consummation of the Business Combination, including the approval of Launch Two’s shareholders;
the failure of the Combined Company to obtain or maintain the listing of its securities on the Nasdaq Stock Market or the New York Stock
Exchange after closing of the Business Combination; costs related to the Business Combination; changes in business, market, financial,
political and regulatory conditions; risks relating to NuCube’s or the Combined Company’s anticipated operations and business,
including, without limitation, NuCube’s plans to design, license, commercialize and deploy its microreactor technologies, including
the costs, timeline, regulatory approvals and risks associated therewith; risks related to increased competition in the industries in
which the Combined Company will operate; risks that after consummation of the Business Combination, the Combined Company may experience
difficulties managing its growth, expanding operations, or executing its strategies; risks relating to the licensing, regulatory approval,
construction, deployment and operation of advanced nuclear reactor technologies and related energy infrastructure; the outcome of any
potential legal proceedings that may be instituted against NuCube, Launch Two, or others following announcement of the Business Combination;
and those risk factors discussed in documents that NuCube or Launch Two filed, or will file, with the SEC.
The
foregoing list of risk factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties
described in the “Risk Factors” section of the (i) final prospectus of Launch Two dated as of October 7, 2024 and filed by
Launch Two with the SEC on October 8, 2024 (the “IPO Prospectus”), (ii) the annual report on Form 10-K filed by Launch Two
with the SEC on March 27, 2026, (iii) a registration statement on Form S-4 that Launch Two and NuCube intend to file in connection with
the Business Combination, which will include a proxy statement of Launch Two, and other documents filed or to be filed by Launch Two
and NuCube from time to time with the SEC. These materials do or will identify and address other important risks and uncertainties that
could cause actual events and results to differ materially from those contained in the forward-looking statements. There may be additional
risks that neither Launch Two nor NuCube presently knows or that Launch Two and NuCube currently believe are immaterial that could also
cause actual results to differ from those contained in the forward-looking statements.
Forward-looking
statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and
none of the Parties or any of their representatives assumes any obligation and do not intend to update or revise these forward-looking
statements, whether as a result of new information, future events, or otherwise. None of the Parties nor any of their representatives
gives any assurance that any of Launch Two, NuCube, or the Combined Company will achieve its expectations.
NuCube LinkedIn Post:
NuCube
Energy is proud to announce that we are collaborating with Canadian Nuclear Laboratories to validate our heat pipe technology and advance
our high-temperature microreactor design.
CNL
is one of the world’s leading nuclear research organizations, and this partnership reflects our commitment to rigorous validation as
we work toward delivering zero-carbon energy to communities and industries in Canada and around the world.
Learn
more here: <Link to Press Release>

NuCube
X Post:
NuCube
Energy and @CNL_LNC are collaborating to validate our heat pipe technology and advance our microreactor design.
This
is how zero-carbon energy gets done for communities and industries in Canada and around the world. More here: <Link to Press Release>
