NUBURU, Inc., a global leader in high-performance blue laser technology, has signed a Binding Heads of Terms to acquire Lyocon S.r.l., an Italian company specializing in advanced laser sources and photonics platforms. The agreement includes a $1.5 million convertible note payable in shares or cash, a floor valuation subject only to material adverse due-diligence findings, and an earn-out of up to $1 million over five years based on performance metrics. An additional $1 million will be invested in Lyocon's business plan through 2030. The transaction is expected to close on or before December 31, 2025. Lyocon founders Paola Zanzola and Alessandro Sala will remain in management roles and serve as technical and operational advisors across the NUBURU group.