Nuburu SEC Filings

Nuburu, Inc. (BURU) prospectus supplement discloses multiple unsecured convertible notes issued between March and August 2025 and large potential equity dilution tied to those notes and other instruments. Convertible financings include notes to Indigo Capital (aggregate face amounts including $1,578,495, $894,708, $1,421,053 and $2,108,523), Brick Lane, Bomore, Torcross, Diagonal and Boot, many with conversion prices tied to discounts to VWAP and maturities in 2026. The filing lists up to 38,276,895 shares issuable on conversion of outstanding convertible notes (as of August 20, 2025) and additional shares issuable for warrants, preferred conversions and other agreements, creating substantial dilution risk. The company discloses a history of losses, material weaknesses in internal control over financial reporting, a NYSE American notice of noncompliance, and significant dependence on raising additional capital. Several notes were issued in exchange for capital infusions or extinguishment of prior debt, and some notes have been partially or fully converted.

Nuburu, Inc. prospectus supplement outlines significant financing arrangements, equity issuances, and material risks tied to its business combination and transformation plan. The company disclosed multiple convertible notes and capital infusions from related counterparties with conversion prices tied to short VWAP windows and discounts, and a Standby Equity Purchase Agreement (SEPA) allowing up to $100 million of Common Stock purchases (30 million shares currently registered). The filing lists numerous risk factors including continued losses, need for additional capital, NYSE American noncompliance notice, prior financial statement misstatements and identified material weaknesses in internal control, and substantial potential dilution from preferred stock, warrants and convertible instruments. The filing also describes product technical advantages of the company’s blue laser technology and various governance provisions that limit stockholder actions.

Nuburu, Inc. (BURUW) filed a Form 424B4 prospectus describing an offering of Pre-Funded Warrants and Common Warrants and disclosing material corporate and financing developments. The document sets placement agent fees at up to 7.5% on gross proceeds up to $10,000,000 and an additional 6.0% on amounts above $10,000,000. It warns investors of immediate dilution, potential cashless warrant exercises that amplify dilution, and that the company will likely need additional capital even if the offering is successful. The filing discloses numerous unsecured convertible notes issued in 2025 with conversion prices tied to discounted VWAPs, an Agile Note bearing 44% interest with weekly repayments through November 2025, and multiple financings and exchanges with Indigo Capital, Brick Lane, Bomore, Torcross and others. The company has received an NYSE American notice of noncompliance regarding delisting proceedings for its Public Warrants, recorded material weaknesses and restatements tied to debt accounting, and large potential share issuances from conversions/options/notes that could substantially dilute shareholders. The prospectus also highlights product advantages of its blue laser technology and strategic focus on defense licensing.

Nuburu, Inc. (BURU) filed an S-1 describing its business, corporate history and material risks ahead of an offering. The filing discloses a completed business combination that converted Legacy Nuburu securities into Nuburu equity and significant financings through convertible notes, warrants and preferred stock that may result in substantial dilution (examples include 38,276,895 shares issuable upon conversion of convertible notes and 1,632,187 shares issuable upon exercise of outstanding warrants as of Sept 2, 2025). The company received a Notice of Noncompliance from NYSE American and has restated prior financials while identifying material weaknesses in internal controls. The prospectus lists many risk factors including financing needs, lack of commercialization, potential delisting, exposure to litigation and intellectual property risks, and numerous unsecured convertible financings with varying conversion discounts and maturities through mid-2026.

Nuburu, Inc. (BURU) filing is a lengthy S-1/prospectus describing its post-business-combination structure, capital instruments, financing arrangements, and extensive risk factors. The company completed a business combination that converted Legacy Nuburu equity and warrants into Nuburu common and preferred stock and adopted new governing documents. The filing discloses multiple convertible notes, warrants, a Standby Equity Purchase Agreement (SEPA) with up to $100 million potential funding (30 million shares registered now), and numerous related-party and investor financings with varying conversion discounts and maturities through 2026. It records material weaknesses in internal control, a Notice of Noncompliance from NYSE American, restatements/misclassifications in debt and financing costs, asset write-downs tied to a leased facility, and significant potential dilution from convertible instruments, preferred stock and warrants. The prospectus lists many operational, regulatory, financing, integration, intellectual property, and market risks that could materially affect future results.