A next-generation dual-use Defense & Security integrated platform company, today announced that, based on preliminary, unaudited accounting data as of May 31, 2026, the Company expects its stockholders’ equity to materially exceed the $4.0 million stockholders’ equity requirement applicable under the NYSE American continued-listing rules for companies with a history of losses.
The Company believes this positive development reflects the balance-sheet impact of its ongoing use of equity and equity-linked capital as part of a broader effort to reduce debt and preferred-share obligations, strengthen common equity, support strategic acquisitions and operations, and advance the Company’s industrial transformation.
Alessandro Zamboni, Executive Chairman and Co-Chief Executive Officer of NUBURU, commented:
“We understand from our ongoing dialogue with investors that dilution is an important focus, and we do not dismiss it. At the same time, share count alone does not tell the full story. Dilution is not always negative when issuances are used to reduce debt, reduce preferred-share obligations, strengthen equity and fund assets that can transform the business. Our priority is to convert this capital-structure work into measurable outcomes under the transformation plan — including with respect to our investments in Lyocon, Orbit, SunCubes, Tekne and the broader software-defined dual-use Defense & Security platform. We remain focused on creating value for our stockholders and deeply appreciate their support as we continue to pursue the consummation of the Tekne transaction.”
Progress Under the NYSE American Compliance Plan
As previously announced, on May 12, 2026, NUBURU received a notice from NYSE American that it was not in compliance with Section 1003(a)(ii) of the NYSE American Company Guide, which requires stockholders’ equity of at least $4.0 million for a company with a history of losses. NYSE American did not require a new compliance plan, and NUBURU continues to operate under its previously announced plan through October 29, 2026.
Based on its preliminary May 31 review, NUBURU believes its stockholders’ equity materially exceeds the applicable NYSE American requirement. However, NUBURU has not yet received notice from NYSE American that it has regained compliance. The Company’s securities remain subject to the existing compliance plan and the ‘.BC’ designation, and the determination of compliance rests solely with NYSE American following its review of the Company’s final financial information and continued progress under the plan.
Preliminary and Unaudited Information
The preliminary May 31, 2026 stockholders’ equity assessment in this release was prepared by the Company’s accounting team on a preliminary, combined consolidated basis. Consolidation adjustments and eliminations, valuation work, close procedures and management, Audit Committee and independent auditor review remain pending. This release does not present all line items or disclosures required by U.S. GAAP and should not be considered a substitute for the Company’s complete financial statements filed with the Securities and Exchange Commission. Final results may differ, potentially materially, from the preliminary assessment described in this release.
About NUBURU, Inc.
NUBURU, Inc. (NYSE American: BURU) is a next-generation dual-use Defense & Security integrated platform company delivering software-orchestrated, hardware-enabled capabilities for defense and security, critical-infrastructure and digital-resilience markets. Its platform strategy includes directed-energy and non-kinetic effects, electronic warfare and CEMA, defense mobility, operational-resilience software, and advanced deployable manufacturing.
NUBURU is focused on strengthening its capital structure, integrating strategic investments and converting its opportunity pipeline into contractual orders and sustained revenue growth.
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