Laser leader Nuburu Inc. and Tailwind Acquisition Corp., a special purpose acquisition company (SPAC), will merge and go public, the companies announced.
The transaction values Nuburu at a pre-money enterprise value of approximately $350 million, at a price of $10 per common share. It will result in gross proceeds of up to about $334 million, together with access to additional financing to help fund growth initiatives.
The Colorado-based company is an innovator in high-power and high-brightness industrial blue laser technology, which is used in a multitude of metal machining applications. It holds more than 170 granted and pending patents and has changed the laser materials processing industry with its introduction in 2017 of its blue laser technology. The merger aims to expand Nuburu’s reach to other industries, including automotive, energy storage, aerospace, defense, consumer electronics, and healthcare.
“As electrification and advances in manufacturing drive growth in our target markets, this capital infusion is intended to provide continued momentum for Nuburu,” CEO, Co-Founder, and President of Nuburu Dr. Mark Zediker said in a statement. “Looking ahead, we are focused on growing our customer base, expanding our distribution channels, accelerating development of our ultra-high brightness product family, and scaling our manufacturing operations to meet demand globally.”
Under the business combination agreement, Nuburu may raise additional capital through the issuance of convertible notes before the transaction closes. Each holder of Class A common stock in Tailwind will receive upon closing one unlisted share of Series A Preferred Stock of the surviving company for each share of Tailwind Class A common stock held immediately following the closing.
“We thoughtfully designed this innovative, preferred share structure so that holders of Class A common stock – whether individual or institutional – would be treated equally and would benefit from the ability to receive this additional consideration, rather than making the preferred share available only via a private placement that is not typically accessed by individual investors,” said Chris Hollod, CEO of Tailwind.