News: Optoelectronics
3 March 2025
NUBURU and HUMBL agree $2m share exchange
NUBURU Inc of Centennial, CO, USA — which was founded in 2015 and develops and manufactures high-power industrial blue lasers — and HUMBL Inc, a strategic holding company with a focus on Brazil, have executed a $2m equity swap agreement and strategic partnership designed to accelerate both companies’ growth strategies and deliver immediate value to shareholders.
Under the terms of the equity swap agreement:
- NUBURU will issue $2m in common stock to HUMBL (subject to applicable exchange cap, stockholder approval, and registration requirements); and
- HUMBL will issue an equal amount of Series C preferred stock to NUBURU.
Following satisfaction of any required stockholder or regulatory approvals and registration requirements, it is anticipated that 70% of NUBURU’s shares will be distributed to HUMBL’s stockholders as a dividend.
The issuance of the shares by both parties is contingent upon both parties obtaining any required regulatory or stockholder approval and satisfying any applicable registration requirements. The companies have also entered into a master distribution agreement, appointing HUMBL as the exclusive distributor in Brazil for both NUBURU's existing business and its recently announced defense and security portfolio companies. The parties may also negotiate in the future performance-based incentives that would allow HUMBL to expand its exclusivity to all of Latin America upon achieving certain revenue and market penetration targets.
Strategic alignment for accelerated growth
“This partnership represents the convergence of two companies with newly transformed business models and leadership teams,” says HUMBL’s CEO Thiago Moura. “NUBURU, under its new management team, is expanding its business within its defense and security portfolio into new markets. Having divested its Web3 assets and transformed into a Berkshire-inspired holding company in partnership with Brazilian holding company Ybyra Capital, HUMBL is now executing a shareholder-centric strategy focused on cross-border strategic partnerships and value creation,” he adds.
“This partnership with HUMBL provides NUBURU shareholders with dual benefits – exclusive distribution in Brazil’s robust market with potential for all of Latin America, and exposure to HUMBL and Ybyra Capital's extensive regional network,” says NUBURU’s executive chairman Alessandro Zamboni. “Our entirely new management team is focused on rapid expansion, and this partnership enables us to leverage HUMBL and Ybyra's established presence in Brazil to accelerate the deployment of our defense and security portfolio.”
The alliance builds on NUBURU's established track record in technology and HUMBL's revitalized presence in emerging markets, bolstered by Ybyra's regional expertise and substantial real assets.
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