NUBURU Advances Tekne-Aligned Defense Transformation with Binding Agreement to Acquire Italian Laser Specialist LYOCON
Acquisition strengthens NUBURU's European photonics and blue-laser systems platform as the Company progresses toward year-end Tekne partnership milestones
NUBURU, Inc. (NYSE:BURU) ("NUBURU" or the "Company"), a global pioneer in high-performance blue laser technology, today announced the signing of Binding Heads of Terms ("Binding Agreement") to acquire Lyocon S.r.l. ("Lyocon"), an Italian laser-engineering and photonics company specializing in advanced laser sources, precision optical systems, and customized laser platforms for industrial, medical, and high-reliability applications.
Structured through the wholly owned subsidiary Nuburu Subsidiary, Inc., the acquisition significantly expands NUBURU's European engineering footprint and strengthens the Company's transformation into a vertically integrated Defense & Security Technology Hub spanning lasers, RF systems, mobility platforms, and software-enabled defense architectures. The transaction also deepens the technical foundation supporting NUBURU's ongoing strategic program with Tekne S.p.A. (‘Tekne').
Lyocon Profile & Capabilities
Founded in 2014 and drawing on nearly two decades of combined photonics and laser-system engineering experience, Lyocon is recognized for its ability to design, develop, and produce complete laser systems, not merely components.
Lyocon's technical capabilities include:
- Engineering and manufacturing of direct-diode and DPSS laser sources.
- Wavelength coverage from visible (including 450 nm blue) to near-IR.
- Power ranges from a few watts to multi-kilowatt output.
- In-house design and production of optics, mechanics, electronics, and embedded control software.
- ISO-5 cleanroom for optical assembly and photonics integration.
- Dedicated labs for electronics production, thermal management, and system testing.
- Turnkey customization for OEM and high-reliability industrial, medical, and specialized applications.
Notably, Lyocon's blue-wavelength systems (around 450 nm) deliver performance advantages of up to 10× higher absorption over infrared lasers for metals and specialized materials — aligning directly with NUBURU's core blue-laser IP and accelerating the Company's ability to deploy next-generation products across industrial automation, precision manufacturing, and defense sectors.
Strategic Rationale
The acquisition of Lyocon strengthens NUBURU's position as a comprehensive defense-tech and industrial-laser provider by adding:
- Expanded European engineering, R&D, and production capacity.
- Vertical integration of laser, photonics, RF, and advanced optics programs.
- Accelerated timelines for next-generation laser and defense-grade subsystems.
- Stronger access to EU and NATO-aligned supply chains.
- A broader application portfolio spanning defense, industrial, medical, and critical infrastructure markets.
Lyocon's ability to rapidly customize full-stack laser systems also provides NUBURU with an immediate European manufacturing beachhead capable of supporting government and enterprise customers requiring secure, high-reliability production.
Key Terms of the Signed Binding Agreement
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Total Consideration: USD $2,000,000:
- $500,000 in cash at Closing;
- $1,500,000 via a convertible note payable in shares or cash.
- Floor Valuation: $1,500,000 (subject only to material adverse due-diligence findings).
- Due Diligence: Completion of confirmatory due diligence prior to Closing. The $1.5 million floor valuation is subject solely to material adverse findings identified during this pre-closing review.
- Earn-Out: Up to $1,000,000 over five years, tied to revenue, margins, and performance KPIs.
- Capital Infusion: $1,000,000 committed to Lyocon's 2026–2030 Business Plan.
- Governance: Three-member board (two appointed by NUBURU, one by the sellers).
- Target Closing: On or before December 31, 2025.
Founders Paola Zanzola and Alessandro Sala will remain in management roles and serve as technical and operational advisors across the NUBURU group.
Executive Leadership Commentary
Alessandro Zamboni, Executive Chairman & Co-CEO of NUBURU, stated:
"Finalizing this Binding Agreement with Lyocon represents a decisive step in expanding our European photonics and laser-system capabilities. Lyocon's engineering excellence, cleanroom manufacturing, and multi-wavelength laser portfolio fit directly into NUBURU's next-generation industrial and defense applications. Combined with our advancing partnership with Tekne, this acquisition strengthens our position as we continue building a transatlantic Defense & Security Hub."
Dario Barisoni, Co-CEO of NUBURU, added:
"Lyocon is a highly specialized photonics company with proven full-system development capabilities. Their proficiency in blue and near-infrared lasers, advanced optics, electronics, and system integration accelerates our roadmap materially. We look forward to welcoming Paola and Alessandro as we integrate Lyocon into the NUBURU platform."
Paola Zanzola and Alessandro Sala, founders of Lyocon, commented:
"NUBURU's vision aligns perfectly with the evolution of our technology and our ambitions for the future. Joining NUBURU provides Lyocon with a global platform for scaling our engineering capabilities and expanding applications of our high-precision laser and photonics systems in both industrial and defense markets."
Update on Tekne Strategic Partnership & November Milestones
In parallel with this announcement, NUBURU reaffirmed continued progress under its strategic partnership with Tekne.
On November 19, 2025, NUBURU executed the first €2 million tranche of the €15 million Tekne Financial Program.
NUBURU and Tekne continue to make strong progress toward finalizing the Italian "Network Contract" (Contratto di Rete), which was originally targeted for completion by November 30, 2025, with both parties now advancing the final documentation. The Network Contract will define a structured collaboration framework comprising: (i) joint R&D programs; (ii) cooperative routes-to-market; (iii) shared-services integration; (iv) defense-sector operational alignment; and (v) EU/NATO supply-chain coordination.
The acquisition of Lyocon strengthens the photonics and laser-technology layer supporting this ecosystem and enhances NUBURU's capability to develop an integrated Defense & Security platform.
About NUBURU
Founded in 2015, NUBURU, Inc. has developed and previously manufactured industrial blue-laser technology. Under a renewed strategic vision led by Executive Chairman & Co-CEO Alessandro Zamboni, the Company is expanding into defense-tech, security, and critical-infrastructure resilience. NUBURU is executing a transformation strategy based on organic innovation and targeted acquisitions to develop a vertically integrated Defense & Security Hub serving government and enterprise markets.
For more information, visit www.nuburu.net.
About LYOCON
Lyocon S.r.l., founded in 2014, is an Italian photonics and laser-engineering company specializing in the design, development, and production of advanced laser sources, optics, electronics, and customized laser systems for industrial, medical, and high-reliability applications. Its capabilities span direct-diode and DPSS technologies, visible and near-IR wavelengths, and power outputs from a few watts to multi-kilowatt. The company operates ISO-certified cleanroom environments and full in-house system-integration laboratories.
For more information, visit www.lyocon.com/.
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, identified by words such as "may," "should," "expect," "intend," "will," "estimate," "anticipate," "believe," "predict," "plan," "seek," "targets," "projects," "could," "would," "continue," "forecast," or their negatives or variations. These statements are subject to risks, uncertainties, and other factors that could cause actual results to differ materially, including but not limited to: (1) anticipated net proceeds and use of proceeds; (2) the ability to meet security exchange listing standards; (3) the impact of the loss of the Company's patent portfolio through foreclosure; (4) failure to achieve expectations regarding business development and acquisition strategy; (5) inability to access sufficient capital; (6) inability to realize anticipated benefits of acquisitions; (7) changes in applicable laws or regulations; (8) adverse economic, business, or competitive factors; (9) financial market volatility due to geopolitical and economic factors; and (10) other risks detailed in the Company's SEC filings, including its most recent Form 10-K or Form 10-Q. These filings address additional risks that could cause actual results to differ from those in the forward-looking statements. Readers should not place undue reliance on these statements, which speak only as of the date they are made. NUBURU undertakes no obligation to update or revise these statements, except as required by law.
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