NUBURU has already provided approximately €16.692 million of shareholder financing to Tekne, including €13 million funded in January 2026 and an incremental €3.692 million funded in March 2026. Under the SPA, NUBURU Defense has also agreed to provide an additional €1.0 million within two business days after signing and may provide further interim shareholder financing, subject to agreed financial planning, to support Tekne's operational continuity, industrial execution and turnaround path.

Signed SPA Establishes Binding Path Toward Majority Control of Tekne

The signed SPA establishes a structured path for NUBURU to acquire majority ownership and control of Tekne based on a fixed €52 million pre-money valuation of Tekne and a transaction structure comprising:

  • Conversion of approximately €17.692 million of shareholder financing into equity, including the existing €16.692 million financing and the €1.0 million advance contemplated by the SPA;
  • A cash contribution of up to €12.0 million as part of a €29.692 million capital increase designed to support industrial expansion, operating continuity and long-term platform growth;
  • A €5.2 million purchase of additional shares from Tekne's historical shareholders; and
  • A revenue-based earn-out payable to Tekne's historical shareholders equal to 5% of Tekne annual revenues, as determined under US GAAP, generated from fiscal years 2027 through 2036, capped at €29.692 million.