Nuburu agrees to acquire 70% stake in Tekne S.p.A. for up to €29.7M plus earn-out

Nuburu, Inc.

Nuburu to obtain 57.1% of Tekne via €29.692M subscription price (convertible receivable + up to €12M cash).
Additional 10% purchased from shareholders for €5.2M cash plus earn-out (5% of Tekne revenues 2027-2036, max €29.692M).
Deal contingent on Italian Golden Power authorization by Sept 30, 2026; otherwise terminates and Tekne repays receivable.
Nuburu has already contributed €16.692M; will add €1M by May 28 and up to $12M additional as agreed.
During interim period, Tekne restricted to ordinary business; Mr. D'Arrezzo to assist transition for 6 months post-close.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Nuburu, Inc. entered into Investment Agreement with Tekne S.p.A., Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi valued at €29,692,000 (effective 2026-05-26).

Action: entry
Agreement: equity purchase
Counterparty: Tekne S.p.A., Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi
Value: €29,692,000
Effective: 2026-05-26

Exact text from the filing

On May 26, 2026, Nuburu, Inc. (the “Company”) and its subsidiary, Nuburu Defense, LLC (“Nuburu Defense”), entered into an Investment Agreement (the “Agreement”) with Tekne S.p.A. (“Tekne”) and Ambrogio D’Arrezzo, Carlo Ulacco, and Andrea Lodi, the shareholders of Tekne (collectively, the “Shareholders”) pursuant to which the Company agreed to contribute additional financial resources to Tekne and purchase shares of Tekne from the Shareholders in exchange for obtaining a 70% equity interest in Tekne.

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Source: SEC EDGAR

accession 0001193125-26-251719

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