Nuburu, Inc. entered into a securities purchase agreement with certain accredited investors for issuance of 24,000,000 common shares at a price of $0.125 per share for gross proceeds of $3,000,000 on April 3, 2024. The common shares have a par value of $0.0001 per share. The company will issue to the investors warrants exercisable for an amount of common stock equal to 100% of the shares, which will be exercisable for $0.1625 per share of common stock and have a 5-year term.

The investors will also have the right to nominate two out of seven directors for election to the company?s board of directors. The issuance of securities was exempt from registration requirements pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (?Securities Act?), as the securities were offered and sold solely to accredited investors in a private placement that did not involve any form of general solicitation.