BURUD

🚨 The big BURU picture

1. NYSE trading resumes Monday, Sept. 14
   NUBURU says BURUD will return to NYSE American under BURU on Monday following the 1-for-40 reverse split.

2. The $38 million financing is real
   The July financing brought approximately $38 million gross / $35.6 million expected net proceeds. That money is intended to help fund the Tekne acquisition and debt retirement.

3. But dilution is HUGE
   The financing included:

• 117.37 million common shares
• 127.01 million pre-funded warrants
• 733,853 Series B preferred shares
• Preferred shares convertible into up to 205.63 million common shares

The pre-funded warrants have only a $0.0001 exercise price, meaning they are economically very close to common shares.

That’s the biggest thing I’d watch—not simply today’s filing.

🔥 Why the 9.99% ownership number matters

The financing has a 9.99% beneficial-ownership limitation on the pre-funded warrants/preferred securities. That means an investor can accumulate securities but generally can’t cross that threshold at one time.

So if the filing you’re referring to shows an investor at approximately 9.99%, I would not automatically interpret that as selling pressure. It can actually indicate that the investor has accumulated a substantial position while respecting the ownership cap.

⚠️ The important warning

BURU’s potential share supply is enormous relative to the post-split share count.

The reverse split reduced approximately 370.5 million pre-split shares to about 9.26 million shares, although subsequent issuances, warrant exercises and conversions affect the actual number.

That’s why the Monday reopening could be extremely volatile.

My read:

Bullish catalysts:
✅ NYSE relisting
✅ $38M financing
✅ Tekne acquisition strategy
✅ Debt reduction
✅ Defense/security business strategy
✅ Potential institutional/strategic accumulation

Major risks:
⚠️ Massive potential dilution
⚠️ Pre-funded warrants
⚠️ Series B conversion
⚠️ Existing warrants
⚠️ Possible selling into a Monday spike

🎯 What I’d watch Monday

The most important question won’t simply be “Does BURU go up?”

It will be:

Does BURU absorb the available selling supply and hold above its opening range?

If it does, Monday could turn into a very interesting momentum move.

The filing reports that Avondale Capital / Streeterville / John Fife’s group beneficially owns 925,308 BURU shares, or 9.99% of the company. The 9.99% level is significant because their Series B Preferred terms impose an ownership cap at that level.

But there’s an even bigger catalyst for BURUD:

• Trading is scheduled to resume on NYSE American Monday, September 14 under BURU.
• The company completed its 1-for-40 reverse split on September 1.
• NUBURU also recently announced a $38 million public offering to help advance the Tekne acquisition and retire debt.
• BURUD has already moved sharply: September 9 +35.5%, followed by September 10 +14.9%, with September 10 reaching $2.07 intraday.

So Monday is potentially a very important trading day because the stock moves from the temporary OTC BURUD symbol back to BURU on NYSE American.

Yes — BURU (Nuburu) looks very risky right now, and the biggest issue isn’t just the chart.

• BURU has been hit by major dilution concerns. A July financing involved roughly $38 million, and reports highlighted a large number of shares/pre-funded warrants.
• The company also recently went through another 1-for-40 reverse split, effective September 1, with trading moving to the OTC market.
• There is potentially enormous dilution from securities such as pre-funded warrants; one filing disclosed 127 million shares underlying pre-funded warrants held by a major investor, subject to ownership limitations.
• The latest historical data I found shows BURUD around $1.30 on Sept. 4, after falling from $1.60 on Aug. 31.

🚨 My take

The September 10 NYSE appeal catalyst we discussed previously is now much more complicated because the company has moved through another reverse split and is trading OTC. The dilution risk is currently the biggest thing I’d worry about.

That doesn’t mean BURU can’t have a huge speculative bounce. It absolutely can. But I’d treat it as a high-risk, dilution-sensitive trade, not a normal growth stock.

The SEC prospectus confirms the 127,007,616 pre-funded warrants have a nominal $0.0001 exercise price and are immediately exercisable.

The Series B preferred stock can convert into up to 205,627,016 common shares, subject to the company’s authorized-share situation and applicable conditions.

This is extremely important:

The July financing alone potentially represents another 11.25 million post-split shares.

That’s actually more than the 9.26 million basic shares.

⸻

1. Other warrants

The June 30 10-Q gives us another important piece of the puzzle.

February 2026 common warrants

32,792,859 shares

Exercise price:

• $0.6587 through Aug. 17, 2026
• $0.5489 Aug. 18, 2026–Jan. 1, 2027
• $0.287 thereafter

After the 1-for-40 split, that’s approximately:

819,821 shares.

February placement-agent warrants

437,239 shares

Post-split:

10,931 shares

Exercise price was $0.6861 pre-split, with exercise beginning six months after issuance.

Junior Note warrants

Approximately 110,221 shares

Post-split:

2,756 shares

Exercise price was $24.95 pre-split, subject to adjustment, expiring December 2028.

Public warrants

83,722 shares

Post-split:

~2,093 shares

These are essentially economically irrelevant at this point because their exercise price had become extraordinarily high following previous adjustments, and NUBURU reported them at zero value.

⸻

1. Indigo pre-funded warrants

This is another important dilution source.

NUBURU reported:

• 28,832,411 Q2 Indigo pre-funded warrants
• 12,589,084 additional Indigo pre-funded warrants issued in July

That’s:

41,421,495 pre-split shares

or approximately:

1,035,537 post-split shares

These have nominal exercise prices and are therefore much more meaningful than traditional high-strike warrants.

⸻

1. The rough fully diluted picture

Putting the major pieces together, I get something in this neighborhood:

Basic

~9.26 million

July pre-funded warrants

~3.18 million

Series B potential conversion

~5.14 million

Indigo pre-funded warrants

~1.04 million

February/common & other warrants

~0.84 million

That produces a rough potential share count of approximately:

19.4 million shares

And that’s before considering every possible equity award, convertible note and additional capital raise.

The July prospectus itself disclosed that, as of July 10, NUBURU had another 64.29 million shares underlying outstanding warrants, 22.09 million shares underlying convertible notes, and other potential issuances.

So I would not value BURU using 9.26 million shares.

For conservative valuation work, I’d use something closer to ~19–20 million shares, and I’d run an additional dilution scenario above that.

⸻

🚨 6. NYSE appeal — September 10

This part is actually very clear.

NYSE American suspended BURU on July 17, 2026 because the stock fell below the exchange’s $0.10 minimum trading price.

NYSE American then commenced delisting proceedings.

NUBURU appealed that determination.

The hearing is scheduled for:

September 10, 2026

before the NYSE American Listings Qualifications Panel.

And here’s the crucial point:

The reverse split does NOT guarantee relisting.

NUBURU explicitly says there is no assurance that:

• the reverse split will produce a sustained higher price;
• the appeal will succeed;
• the delisting determination will be reversed; or
• NYSE American trading will resume.

⸻

🔥 My September 6 BURU assessment

I’d divide it into three scenarios:

🟢 Bull case

NYSE appeal succeeds + Tekne transaction progresses + defense contracts/revenue materialize

BURU could potentially experience a major speculative repricing, especially because the post-split basic float is relatively small.

🟡 Middle case

Appeal succeeds but dilution continues

The stock could initially spike dramatically, but the large number of warrants/pre-funded instruments could create substantial selling pressure.

🔴 Bear case

NYSE appeal fails

BURU remains OTC.

That’s potentially the biggest problem because the company itself warns that continued OTC trading could mean lower liquidity, reduced investor participation and greater difficulty raising capital.

⸻

⭐ The number I think matters most

Don’t look at:

9.26 million shares

and conclude BURU has a tiny valuation.

I’d look at approximately:

9.26M basic

~19–20M near/realistic diluted

Potentially considerably higher if all convertible securities are included

That’s why your observation that BURU is looking bad makes sense. The reverse split makes the chart look cleaner, but it didn’t eliminate the underlying dilution problem.

And September 10 is now the major binary event: NYSE appeal decision/hearing + whether the new share structure can support a sustainable exchange-compliant price.

1. Current basic share count

The key number is the 1-for-40 reverse split effective September 1, 2026.

Before the split, NUBURU said it had approximately 370,493,812 shares outstanding, which would translate to approximately:

370,493,812 ÷ 40 = 9,262,345 shares

after the split.

So the headline basic share count is roughly 9.26 million BURU shares.

But that’s not the number I would use for valuation.

⸻

1. The BIG dilution: July financing

This is where BURU gets ugly.

NUBURU’s July offering consisted of: