Member Info for MickJ76

Another little reminder.

In addition to the New On-Demand Facility, on 18 March 2025 the Company has also entered into a heads of terms agreement with BURU (the "Heads of Terms") whereby the following actions are legally binding by the Company:

· The Company has agreed to release TAG from its obligations under the Top-Up Shareholder Loan Agreement once BURU has provided the full US$5,150,000 of funding to the Company under the New On-Demand Facility. The release of these obligations includes the Company's right to receive any amounts drawn down and any late payment interest amounts, arising as a result of the non-performance by TAG under the Top-Up Shareholder Loan Agreement;

· For a period from the date of receipt by the Company of the total amount of US$5,150,000 funding until the date falling six months following the full repayment of the New On-Demand Facility, the Company has agreed that:

- Alessandro Zamboni will remain as Chief Executive Officer of the Company, a director of the Company's Italian subsidiaries or in another such role as the Company and BURU may agree; and

- TAG, or another entity designated by Alessandro Zamboni and approved by the Company, will continue to provide certain corporate support activities to the Company on the terms in force at the date of the Heads of Terms. These terms maybe subject to review and approval by the Company as to the continuing supply of these services being in the best interests of the Company and the supply of those services being in line with the agreed contractual terms.

The entry by the Company into the New On-Demand Facility and the Heads of Terms constitutes a material related party transaction for the purpose of DTR 7.3 and was, accordingly, voted upon by the independent Directors (excluding Alessandro Zamboni, who, constituted a "related party" (as such term is defined in IFRS). The independent Directors consider the material related party transaction in respect of the New On-Demand Facility and the Heads of Terms to be fair and reasonable from the perspective of the Company and its Shareholders who are not a related party or otherwise interested in BURU.

Alessandro Zamboni, the Chief Executive Officer of the Company, is a related party in connection with the proposals noted above due to the fact that he is also the Executive Chairman of BURU and is the ultimate beneficial owner and director of TAG.

The smaller enterprise as defined in art. 2 paragraph 1, letter d), characterized by the failure to exceed the dimensional thresholds in terms of assets, revenues and debt and the agricultural enterprise, due to the specificity of the specificity of the activity that is the object of it and for the need to take into account the dual risk to which it is subject: the one that derives from the uncertainties of the natural environment that is added to that (also common to other types of companies) linked to market trends, are subject to a specific simplified procedure called controlled liquidation of the judicial liquidation of the over-indebted (chapter IX of title V).

The objective requirement for the opening of the judicial liquidation is the existence of the state of insolvency as defined, in continuity with the current discipline, in art. 2, paragraph 1 letter b).

Now let’s not be forgetting about this important title.

Art. 121

Preresistions of judicial liquidation

Text on the front

1. The provisions on judicial winding-up shall apply to commercial entrepreneurs who do not demonstrate joint possession of the requirements referred to in Article 2, paragraph 1, letter d), and who are in a state of insolvency.

____________________

(1) Article 28, paragraph 1 of Legislative Decree 13 September 2024, no. 136, has replaced the heading of Title V with the following: "Judicial liquidation and controlled liquidation". The amendment came into force on September 28, 2024. Unless otherwise provided, the aforementioned legislative decree applies to negotiated compositions, certified remediation plans, proceedings instituted pursuant to Article 40 of Legislative Decree No. 14 of 2019, to instruments for regulating the crisis and insolvency, judicial liquidation procedures, controlled liquidation and administrative compulsory liquidation as well as debt-out procedures referred to in the same Legislative Decree no. 14 of 2019 and extraordinary administration procedures pending on the date of its entry into force and those established or opened subsequently.

Explanatory report

The first rule of Title V concerns the "judicial liquidation", namely the procedure that replaces the bankruptcy and aims to liquidate the assets of the insolvent entrepreneur, dividing the proceeds in favor of the creditors on the basis of the graduation of their claims. The definition of the procedure starts from the assumption that bankruptcy has lost over the years its connotation as an instrument essentially aimed at expelling the insolvent entrepreneur from the market, also burdened by the mark of the culpable inability to properly manage business. The failure of entrepreneurial activity is therefore not evaluated as the exclusive consequence of guilty ineptitude or fraudulent activities, but as a possible event that can affect an activity intrinsically connoted by economic risk. Consistent with this approach, not only was the exclusion of any sanction automatically confirmed resulting from the decoction, but the title of the procedure was also modified, in consideration of the dating stigma linked to the qualification of bankrupt.

Art. 121 delimits the scope of subjective and objective applicability of the judicial settlement by identifying them, as for the first, in the commercial entrepreneur, and therefore, as can be dees from art. 1, in those who exercise, even for non-profit, a commercial or artisan activity, operating as a natural person, legal person or other collective entity, group of people or public company, with the exclusion of the State and public qualified bodies by law.

Obviously this is just “NOISE” 😂

The entrepreneur is in a state of insolvency pursuant to art. 121 CCII”

No wonder all his staff have left.

Failed to stump up money to his baby (Syme) so what chance has the company got ?

Also what happened to RTOP (his other baby) who he was also supposed to support ?

🤬🤬🤬🤬🤬

A gentle reminder of the liar’s comments last year.

22 minutes onwards re TAG.

https://youtu.be/3_SNXqh7t3s

Well guess what 😂😂😂😂😂

Maybe FCA will now put the boot in here and ensure accounts are issued for this huge PLC which its shareholders should be provided with the annual accounts for the company they invested their hard earned dosh into.

Are the board trying to sneak this pitiful offer through as they will be bricking it as they are liable for claims due to their incompetence re previous accounts and failure to have the correctly qualified bean counter in place ?

From July RNS

Although the Company has been in discussions with substantially all of its committed lenders, not all lenders have engaged with the Company in relation to the Proposed Refinancing. The Company is working to secure support from all lenders but, absent such agreement, it is expected that the Proposed Refinancing would be implemented in part via a Scottish scheme of arrangement of John Wood Group Holdings Limited (the “Creditor Scheme”). The Creditor Scheme must be approved by a majority in number and 75% by value of committed lenders present and voting at the creditor meetings, which is expected to be achieved based on discussions to date with the lenders.

There is also commercial alignment on the headline terms of a stable platform arrangement with a shorter tenor extension which would take effect under the Creditor Scheme if the Possible Offer did not proceed and would provide a basis for Wood to develop and implement an alternative refinancing option, which would also be subject to the Creditor Scheme.

Well wonder what repercussions there will be against the board / previous board for clearly screwing up the accounts in prior years and letting Jackanory feed in the numbers.

However let’s see the accounts first and see the restatements to give full disclosure instead of trying to slip this deal through by the looks of things.

Well feck me. WTF this board up to ?

Where are the 2024 and restated earlier accounts to provide full transparancy ?

Livid is an understatement here ! Seething here and a total fleecing of shareholders and indeed stealing the company on the cheap.

Nuburu (AZ) has stated stuff. He previously “stated Syme were doing a €300M Securitisation issuance imminently. He previously stated Pegno had been approved (which it wasn’t at that time), stated that Syme had funders, the charge would not affect the Syme share price, BPM White Label partnership, Captive Bank, Fintech Bank, no refunds for companies previously having DD carried out etc etc etc etc

The list is endless of his absolute and utter lies.

Executive president Alessandro Zamboni. "We expect the government, after the Golden Power measure, to tell us something -- the current reference shareholder and CEO Ambrogio D'Arrezzo tells Radiocor -- He knows the situation and we expect him to call us to discuss possible solutions. In the meantime, we maintain relations with Nuburu in search of alternative hypotheses to immediate acquisition".

“We expect him to call us to discuss possible solutions”

LOL LOL LOL

He’s been told to feck off by the government and Giorgio Riccebuono resigned from Tekne too 😂😂😂

Nuburu, Inc. (the "Company") a Delaware corporation (the “Company”) and Silverback Capital Corporation (the "Investor") have entered into a 3(a)(10) Settlement dated

, 2025 (the “Agreement”) providing for the issuance of the Settlement in the principal amount of $5,662,478.57 (the “Settlement”).

You are hereby irrevocably authorized and instructed to reserve a sufficient number of shares of common stock (“shares”) of the Company (initially, 47,000,000 shares) for issuance upon full conversion of the Settlement in accordance with the terms thereof. The amount of shares so reserved may be increased, from time to time, only upon the written instructions of the Company.

Wonder why he needed $225k don’t you lol.

http://edgar.secdatabase.com/152/95017025110481/filing-main.htm

ORDER GRANTING APPROVAL OF

SETTLEMENT AGREEMENT AND STIPULATION AND FOR DECLARATORY RELIEF

This matter having come on for a hearing on the 30th day of July, 2025, to approve the Settlement Agreement entered into as of July 17, 2025 between Plaintiff, Silverback Capital Corporation ("Plaintiff') and Defendant, Nuburu, Inc. ("Defendant" and collectively with Plaintiff, the "Parties"), and the Court having held a hearing as to the fairness of the terms and conditions of the Settlement Agreement and Stipulation and being otherwise fully advised in the premises, the Court hereby finds as follows:

1.The Court has been advised that the Parties intend that the sale of the Shares (as defined by the Settlement Agreement and, hereinafter, the "Shares") to and the resale of the Shares by Plaintiff in the United States, assuming satisfaction of all other applicable securities laws and regulations, will be exempt from registration under the Securities Act of 1933 (the "Securities Act") in reliance upon Section 3(a)(10) of the Securities Act based upon this Court's finding herein

that the terms and conditions of the issuance of the Shares by Defendant to Plaintiff are fair to Plaintiff;

2.The hearing having been scheduled upon the consent of Plaintiff and Defendant, Plaintiff has had adequate notice of the hearing and Plaintiff is the only party to whom Shares will be issued pursuant to the Settlement Agreement;

3.The terms and conditions of the issuance of the Shares in exchange for the release of certain claims as set forth in the Settlement Agreement are fair to Plaintiff, the only party to whom the Shares will be issued;

4.The fairness hearing was open to Plaintiff. Plaintiff was represented by counsel at the hearing who acknowledged that adequate notice of the hearing was given and consented to the entry of this Order.

It is hereby ORDERED, ADJUDGED and DECLARED that the Settlement Agreement and Stipulation is hereby approved as fair to the party to whom the Shares will be issued, within the meaning of Section 3(a)(10) of the Securities Act and that the sale of the Shares to Plaintiff and the resale of the Shares in the United States by Plaintiff, assuming satisfaction of all other applicable securities laws and regulations, will be exempt from registration under the Securities Act of 1933. The Settlement Agreement and Stipulation entered into between the parties is hereby approved and the parties are ordered to comply with same. The Circuit Court of the Twelfth Judicial Circuit in and for Manatee County, Florida reserves jurisdiction over the parties to this action as well as the subject matter herein for purposes of contempt and enforcement of the Settlement Agreement and Stipulation as well as for such other purposes as allowed by law.

SO ORDERED, this 30 day of July, 2025.

35p ain’t good enough for shareholders as the $450m doesn’t go into our pockets. It ultimately would help the buyer so suspect that’s why we haven’t yet a concrete offer and of audited / approved accounts issued. FCA no doubt casting their eyes over everything first.

Why any requirement for an 8K ? Feck all happened as the Parliament Government knows a scam when it sees it.

08/08/2025.

A meeting on the Tekne in Ortona was convened by the regional councilor for Productive Activities and Labor, Tiziana Magnacca to discuss the future of the company following the exercise of "golden power" by the government, which blocked the sale of Tekne shares to the American company Nuburu.

The meeting, convened yesterday, Friday, August 8, was attended by Fiom Cgil Chieti and the company RS, the property, Confindustria and the regional structure dedicated to corporate crises. Councilor Magnacca reiterated his constant attention to the situation of the Ortona site, specifying how President Marsilio primarily wants to guarantee the best conditions for the continuation of the company's activity "both for the great strategic importance that this company has for the country, Italy, and for the importance of employment that it guarantees in the territory. It will be our care - said Magnacca - it will be our care to work to promote the interest of the workers and the company in this delicate moment".

The councilor also reiterated the importance, for all parties involved, of assuming a behavior of great responsibility at a particularly delicate moment of passage for Teckne. "I reiterate the importance of Tekne for the Abruzzo Region and the value of the professionalism of the workers. We must ensure the continuity of production for a company with its strategic value”.

In the past few hours, Nuburu issued a press release reiterating its willingness to continue negotiations with Tekne. The American company has outlined a road map and has said it is ready to meet the exceptions raised by the Italian Government in order to be able to resubmit the acquisition application.

Despite the ownership's assurances about business continuity, Fiom continues to express strong concern. "If on the one hand we have been reassured, on the other hand our concerns have not been dispelled", the words of the provincial secretary Andrea De Lutis. "We reiterated to the Abruzzo Region that we need all the necessary support towards Rome. We cannot pretend that the identified path has been blocked; only those who have stopped it can let us know what the continuation will be and we need to know as soon as possible".

Tekne, the union recalls, is a growing company: 40 new hires are planned and important orders are at stake that will guarantee further industrial and strategic development, with a positive impact on the employment of the territory. "For this reason, Fiom considers clarification as well as an intervention at the national level to be fundamental. The Abruzzo Region has shown itself willing to collect the requests of the Fiom and to request clarification with the Central Government. While recognizing that the weekday period will not facilitate the process, it was agreed to reconvene the table as soon as there are significant news, at any time".

--

Stop the sale of Tekne,

In the letter to the Prefect it is emphasized that the decree of the Presidency of the Council of Ministers that saw the negative exercise of golden power was signed directly by President Meloni and the Minister of Defense Crosetto, "a decree that describes that Tekne is a company of national interest, of first level, important for the nation".

Taking note of these statements and the fact that on August 9 the company will definitively leave the protections provided for by the negotiated composition procedure, the union urges the Prefecture and Region to act as their spokespersons by asking the Government to propose a concrete alternative solution and quickly to safeguard the employment of Abruzzo.

Lol.

Even the company is confirming the deal is off.

https://youtu.be/VGAvCdQNQY4