Nuburu, Inc. Restates Q2 2026 Financials After Valuation Error

What Happened

• On September 16, 2026, Nuburu's Board and management, following the Audit Committee's recommendation, concluded that the company's unaudited condensed consolidated financial statements for the three and six months ended June 30, 2026 should no longer be relied upon and will be restated.
• The company identified a valuation error in the fair value of a convertible note receivable funded to Tekne S.p.A. (original principal €13,000,000). Nuburu used an incorrect Tekne equity input (€15.2M) instead of the correct €25.4M, which increased the note’s fair value and the related conversion option. The fair value rose from €20,523,000 ($23,446,999) to €21,189,000 ($24,208,000), a $761,001 increase. The accounting error was determined to be material and will be corrected in an amended Form 10-Q for Q2 2026 (Item 4.02).

Key Details

• Filing date: September 16, 2026 (8-K Item 4.02: Non-Reliance on Previously Issued Financial Statements).
• Tekne Convertible Note Receivable principal: €13,000,000 (approx. $14.85M).
• Correct Tekne equity input used for related investment: €25.4M (approx. $29.0M); previously used €15.2M (approx. $17.4M).
• Fair value change: from €20,523,000 ($23,446,999) to €21,189,000 ($24,208,000) — increase of $761,001; conversion option increased from €0.7M ($0.8M) to €1.3M ($1.5M).

Why It Matters

• The restatement is material and affects previously reported quarterly results (Q2 2026), increasing reported assets by $761,001 and adjusting the fair value loss/gain on convertible notes for the periods ended June 30, 2026.
• Investors should note the company will amend its Q2 2026 Form 10-Q; this is an accounting correction rather than an operational update. There was no indication in the filing of changes to cash flows or business operations tied to this error.