{"id":1011309,"date":"2026-10-19T10:34:13","date_gmt":"2026-10-19T14:34:13","guid":{"rendered":"https:\/\/www.marketnewsdesk.com\/index.php\/nuburu-chairman-to-shareholders-tekne-closing-delivers-operating-defense-platform-october-15-form-s-3-raises-no-new-capital\/"},"modified":"2026-10-19T10:34:13","modified_gmt":"2026-10-19T14:34:13","slug":"nuburu-chairman-to-shareholders-tekne-closing-delivers-operating-defense-platform-october-15-form-s-3-raises-no-new-capital","status":"publish","type":"post","link":"https:\/\/www.marketnewsdesk.com\/index.php\/nuburu-chairman-to-shareholders-tekne-closing-delivers-operating-defense-platform-october-15-form-s-3-raises-no-new-capital\/","title":{"rendered":"NUBURU Chairman to Shareholders: Tekne Closing Delivers Operating Defense Platform. October 15 Form S-3 Raises No New Capital"},"content":{"rendered":"

<\/p>\n

NUBURU Chairman to Shareholders: Tekne Closing Delivers Operating Defense Platform. October 15 Form S-3 Raises No New Capital<\/b><\/p>\n

Enlarged group enters Q4 with approximately $93.1 million in Tekne program value, more than $200 million in management-estimated reactivation opportunities, 185 personnel across three Italian facilities, and June 30 stockholders\u2019 equity of $10.1 million \u2014 above NYSE American equity thresholds<\/i><\/p>\n

DENVER–(BUSINESS WIRE<\/a>)–
\nNUBURU, Inc. (NYSE American: BURU), the next-generation dual-use Defense & Security integrated platform company, today issued the following letter from Alessandro Zamboni, Executive Chairman and Co-Chief Executive Officer:<\/p>\n

Dear Fellow Shareholders,<\/b><\/p>\n

\nOn October 15, NUBURU closed the acquisition of a 70% controlling interest in Tekne S.p.A. (\u201cTekne\u201d), materially expanding our operating industrial platform. On the same day, we filed a Form S-3 for the resale of shares related to our previously disclosed July offering. Following those announcements, I want to clarify the filing\u2019s purpose, explain the industrial value Tekne brings and set out our priorities for financing and execution.<\/p>\n

The October 15 Form S-3 and existing conversion rights<\/b><\/p>\n

\nThe October 15 Form S-3<\/a> is not a new capital raise. It was filed to register the resale of up to 20 million common shares issued or issuable upon conversion of the Series B preferred stock sold in our July public offering. Proceeds from that offering funded repayment of approximately $16.75 million of principal obligations under the December 2025 debenture and Lyocon acquisition notes. The filing itself issues no shares and raises no capital. It was made to satisfy previously disclosed registration obligations; it does not create new conversion rights.<\/p>\n

The industrial scale Tekne brings to NUBURU<\/b><\/p>\n

\nNUBURU today is a different company than it was ninety days ago. With Tekne, we own an established industrial business: approximately 185 personnel, three Italian facilities in Ortona, Poggiofiorito and Guastalla, a manufacturing history dating to 1990, and active customers across defense, civil protection, public safety and industrial markets. Tekne\u2019s electronic-warfare and special-vehicle engineering now sits alongside Lyocon\u2019s laser and photonics expertise and Orbit\u2019s operational-resilience software. Together, these businesses provide revenue, production capacity and customer relationships from which to scale.<\/p>\n

\nTekne gives us the production and systems-integration base to move our technology toward customer deployment and to pursue opportunities across Italy, the United States, NATO and allied markets, subject to qualification and applicable approvals. Our mandate is direct: integrate Tekne into NUBURU\u2019s group processes, strengthen financial and operational controls, align procurement, production and commercial execution, and make successful configurations repeatable, with the aim of extending equipment sales through software, maintenance, upgrades and lifecycle support. New integrated mission packages remain subject to technical qualification and customer acceptance.<\/p>\n

A $93.1 million program base \u2014 and more than $200 million behind it<\/b><\/p>\n

\nTekne\u2019s September 14 production schedule carried approximately $93.1 million (\u20ac80.6 million) of remaining program value, as reported in our October 15 announcement. This preliminary, unaudited measure covers 100% of Tekne and includes items subject to options, frameworks or activation requirements; it is not closing-date signed backlog or a revenue forecast. Beyond that recorded portfolio, management estimates more than $200 million in potential program value from the reactivation of selected defense-vehicle and mobility programs, including previously withdrawn procurement procedures and terminated supply contracts. We believe completion of the acquisition strengthens the basis for pursuing these opportunities. This separate estimate is excluded from the $93.1 million portfolio. The opportunities are not current awards and remain subject to the relevant authorities\u2019 decisions and definitive contractual arrangements. Our focus is conversion into deliveries, customer acceptance, recognized revenue and cash.<\/p>\n

NYSE American equity compliance update<\/b><\/p>\n

\nOur Form 10-Q\/A reported June 30, 2026 stockholders\u2019 equity of $10,130,320, above the $2 million and $4 million thresholds under Sections 1003(a)(i) and 1003(a)(ii), respectively. We believe our reported equity meets those numerical requirements. We have submitted our quarterly update and supporting financial information to NYSE American, requesting confirmation of compliance with those equity requirements and conclusion of the related plan monitoring. The Exchange\u2019s confirmation remains pending, and the compliance-plan period runs through October 29, 2026. We will update shareholders promptly upon the Exchange\u2019s determination.<\/p>\n

Financing execution and growth<\/b><\/p>\n

\nScaling an industrial defense business requires working capital: materials, components, production labor and inventory often require payment before delivery, acceptance and collection. Growth also requires investment in capacity, people and product qualification. Our financing strategy is to fund execution around executable customer programs. We are working with local banking partners and debt providers to structure working-capital and growth funding around production milestones and cash collection. Potential sources include receivables and inventory financing (on and off-balance sheet), equipment leasing, customer advances, debt and equity, subject to eligibility, credit approval and agreed terms. Completing an acquisition and financing the growth of the business it creates are two different requirements, and we intend to approach both with discipline.<\/p>\n

How platforms like ours are valued<\/b><\/p>\n

\nAcross the public defense-technology market, some companies trade at substantial revenue multiples despite reporting negative EBITDA or adjusted EBITDA. In our view, this reflects the importance investors attach to scalability, differentiated solutions, customer adoption and the ability to turn technology into repeatable revenue. Orders demonstrate demand; deliveries and customer acceptance provide evidence of product quality and execution. Tekne gives NUBURU an established industrial and customer record on which to build, and we believe these factors should inform the assessment of the enlarged group. Historical results from before the Tekne acquisition do not capture the enlarged operating perimeter.<\/p>\n

\nOur investment case does not depend on Tekne reaching positive EBITDA in 2026. We acquired people, engineering expertise, technologies, licenses and an industrial and technology hub in Ortona \u2014 a strategic logistics location with access to a nearby airport and commercial port \u2014 to build an enduring Defense & Security platform serving Italy, NATO and the United States. The objective is sustained platform growth, disciplined financing and progress toward profitability and cash generation.<\/p>\n

What we will show you<\/b><\/p>\n

\nOur immediate priorities are to stabilize and scale execution at Tekne, align the group\u2019s commercial and technology teams, and match production commitments to available funding. We will report progress in the terms that matter: confirmed awards and activations, deliveries and recognized revenue, margins, cash collection, financing, and share count \u2014 with a clear line drawn between firm orders, conditional program value and commercial opportunities.<\/p>\n

\nTekne gives NUBURU the industrial base, customers and capacity to compete more broadly and begin scaling from established businesses. We believe the enlarged platform should be assessed on its acquired capabilities, customer programs and capacity to grow. Our responsibility is to demonstrate that value through deliveries, revenue, margins and cash generation, with the objective of building durable value per share.<\/p>\n

\nThank you for your continued support.<\/p>\n

Alessandro Zamboni
\n
<\/b>Executive Chairman and Co-Chief Executive Officer
\n
NUBURU, Inc.<\/p>\n

About NUBURU, Inc.<\/b><\/p>\n

\nNUBURU, Inc. (NYSE American: BURU) is the next-generation dual-use Defense and Security integrated platform company. NUBURU is developing software-orchestrated, hardware-enabled capabilities for modern defense and security, critical-infrastructure and digital-resilience markets. The group combines operating businesses and technology-development initiatives across:<\/p>\n