NUBURU Accelerates M&A Strategy with $100 Million Flexible Growth Capital

NUBURU's Strategic Growth Potential Enhanced Through Access to Capital and Key Acquisition Targets

NUBURU, Inc. (NYSE:BURU), a leader in high-power blue laser technology under a pivotal transformation plan, entered into a standby equity purchase agreement (the "Agreement") with YA II PN, Ltd. (the "Investor") under which the company has the option, subject to the conditions set forth therein, to sell up to $100 million in shares. This facility provides NUBURU with the financial flexibility to execute controlled stock sales until May 30, 2028.

The Agreement, executed on May 30, 2025, allows NUBURU to sell shares valued up to $100 million at its discretion, which will be based on market conditions and the company's evolving needs. Under the terms of the Agreement, NUBURU maintains full authority over the timing and quantity of any share sales, ensuring strategic control over its funding operations and empowering NUBURU to dictate the pace and volume of equity sold, aligning sales strategies with operational goals. Certain conditions, including an effective registration statement, must be satisfied before the company may make any sales under the Agreement.

The purchase price for the equity sales under the Agreement will be 97% of the lowest daily volume-weighted average price (VWAP) of the common shares over the three trading day period following the company's submission of a sale notice to the Investor.

The proceeds from any stock sales under this agreement are intended for general corporate purposes, including working capital and growth initiatives, consistent with NUBURU's strategic commitments outlined in its transformation plan. In line with these growth ambitions, the Company recently disclosed its plan to acquire a controlling interest in Tekne S.p.A. ("TEKNE") https://en.tekne.it, pending regulatory and stockholder approval. TEKNE is known for its unique capability to unify advanced electronics and special-purpose vehicle engineering under one roof to deliver fully integrated, mission ready, high-performance systems. Its core strength lies in the depth expertise of its engineering department, with roots in the division it acquired from Thales in 2016. TEKNE conducts operations globally and has established commercial and support operations in the U.S., including its strategic partnership in 2024 with U.S.-based Flyer Defense, a leading provider of tactical ground mobility solutions. Together, TEKNE and Flyer Defense have announced plans to produce the Flyer 72-Heavy Duty vehicle, designed for rapid deployment across diverse military operations. This collaboration aims to enhance the capabilities of the Italian armed forces and its NATO allies, including U.S. armed forces, fostering an environment of interoperability and readiness. TEKNE's board of directors aims to further enhance its governance and strategic support by appointing senior advisers with a background in serving the US armed forces. Leveraging this expertise, TEKNE intends to expand its presence in the U.S. market, including plans to establish a technology laboratory focused on addressing specific U.S. defense-tech needs.

Joseph Gunnar & Co., LLC acted as the sole placement agent for the private placement.

Alessandro Zamboni, Executive Chairman of NUBURU, stated, "This funding facility not only provides us with the necessary capital to accelerate our growth ambitions but also strengthens our focus on transformative acquisitions, part of the capitalization plan recently submitted to NYSE."

About NUBURU

Founded in 2015, NUBURU, Inc. is a developer and manufacturer of industrial blue laser technology that is transforming the speed and quality of laser-based manufacturing. Under the leadership of Executive Chairman Alessandro Zamboni, NUBURU is embarking on a comprehensive growth and diversification strategy, entering complementary sectors such as defense-tech, security, and operational resilience solutions. The Company is leveraging strategic partnerships and acquisitions to accelerate growth in high-value sectors. For more information, visit [www.nuburu.net](http://www.nuburu.net).

Forward-Looking Statements

This press release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact contained in this press release may be forward-looking statements. Some of these forward-looking statements can be identified by the use of forward-looking words, including "may," "should," "expect," "intend," "will," "estimate," "anticipate," "believe," "predict," "plan," "seek," "targets," "projects," "could," "would," "continue," "forecast" or the negatives of these terms or variations of them or similar expressions. All forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward-looking statements. All forward-looking statements are based upon estimates, forecasts, and assumptions that, while considered reasonable by the Company and its management, are inherently uncertain. Many factors may cause the Company's actual results to differ materially from current expectations, including but are not limited to: (1) the ability to meet security exchange listing standards; (2) the impact of the loss of the Company's patent portfolio through the previously announced foreclosure; (3) failure to achieve expectations regarding business development and the Company's acquisition strategy; (4) the inability to access sufficient capital to operate; (5) the inability to recognize the anticipated benefits of the initial business combination and the current transaction, which may be affected by, among other things, competition, the ability of the Company to grow and manage growth profitably, maintain relationships with customers and suppliers and retain its management and key employees; (6) changes in applicable laws or regulations; (7) adverse impacts of general economic, business, and competitive factors; (8) volatility in the financial system and markets caused by geopolitical and economic factors; and (9) other risks and uncertainties set forth in the sections entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" in the Company's most recent periodic report on Form 10-K or Form 10-Q and other documents filed with the SEC from time to time. These filings 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. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Company does not give any assurance that it will achieve its expected results. The Company assumes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except as otherwise required by applicable law.

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NUBURU, Inc. (NYSE:BURU)

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Website: www.nuburu.net