v3.25.2
NOTES AND CONVERTIBLE NOTES PAYABLE (Tables)
 3 Months Ended 12 Months Ended
Mar. 31, 2025
Dec. 31, 2024
Debt Conversion [Line Items]    
Summary of sale of the Senior Convertible Notes and Senior Note Warrants to related parties

As of March 31, 2025 and December 31, 2024, the Company's outstanding debt consisted of the following. Please refer to the remainder of this footnote for more information on the debt issued during the periods presented.

 

 

March 31,
2025

 

 

December 31,
2024

 

Current portion of notes payable:

 

 

 

 

 

 

Indigo Capital Convertible Notes

 

$

4,047,000

 

 

$

—

 

Liqueous Promissory Note

 

 

1,053,824

 

 

 

1,053,824

 

TAG Promissory Note

 

 

545,000

 

 

 

—

 

Junior Notes Issued November 2023

 

 

—

 

 

 

2,369,122

 

August 2024 Convertible Notes

 

 

—

 

 

 

537,375

 

Additional August 2024 Convertible Notes

 

 

—

 

 

 

687,315

 

Senior Convertible Notes Issued June 2023

 

 

—

 

 

 

4,683,069

 

Unamortized debt discount and deferred financing costs

 

 

—

 

 

 

(88,522

)

Current portion of notes payable

 

$

5,645,824

 

 

$

9,242,183

 

 

As of December 31, 2024 and 2023, the Company's outstanding debt consisted of the following. Please refer to the remainder of this footnote for more information on the debt issued during the periods presented.

 

 

2024

 

 

2023

 

Current portion of notes payable:

 

 

 

 

 

 

Junior Notes Issued November 2023

 

$

2,369,122

 

 

$

5,500,000

 

August 2024 Convertible Notes

 

 

537,375

 

 

 

—

 

Additional August 2024 Convertible Notes

 

 

687,315

 

 

 

—

 

Promissory Note

 

 

1,053,824

 

 

 

—

 

Senior Convertible Notes Issued June 2023

 

 

4,683,069

 

 

 

—

 

Unamortized debt discount and deferred financing costs

 

 

(88,522

)

 

 

(3,352,008

)

Current portion of notes payable

 

$

9,242,183

 

 

$

2,147,992

 

Long-term portion of notes payable:

 

 

 

 

 

 

Senior Convertible Notes Issued June 2023

 

 

—

 

 

 

6,967,951

 

Total debt

 

$

9,242,183

 

 

$

9,115,943

 
Junior Notes and Junior Note Warrants    
Debt Conversion [Line Items]    
Summary of Convertible Notes and Note Warrants Sold to Related Parties

The table below summarizes the outstanding principal amount of the Junior Notes to related parties:

Noteholder

 

March 31,
2025

 

 

December 31,
2024

 

David Seldin(1)

 

$

—

 

 

$

762,211

 

Eunomia, LP(2)

 

 

—

 

 

 

1,100,000

 

Total Junior Notes - related parties

 

$

—

 

 

$

1,862,211

 
(1)
David Seldin was a member of the Legacy Nuburu board of directors and at the time of the issuance was the sole manager of Anzu Nuburu LLC, Anzu Nuburu II LLC, Anzu Nuburu III LLC and Anzu Nuburu V LLC (the "Anzu SPVs"), which at that time owned more than 5% of Legacy Nuburu’s capital stock.
(2)
Ron Nicol, manager of Eunomia, LP, was the Executive Chairman of the Company’s board of directors through January 2025.

The table below summarizes the outstanding principal amount of the Junior Notes to related parties:

 

Year ended December 31,

 

Noteholder

2024

 

 

2023

 

David Seldin(1)

$

762,211

 

 

$

1,100,000

 

Eunomia, LP(2)

 

1,100,000

 

 

 

1,100,000

 

CST Global LLC(3)

 

—

 

 

 

220,000

 

Total Junior Notes - related parties

$

1,862,211

 

 

$

2,420,000

 

(1) David Seldin was a member of the Legacy Nuburu board of directors and at the time of the issuance was the sole manager of Anzu Nuburu LLC, Anzu Nuburu II LLC, Anzu Nuburu III LLC and Anzu Nuburu V LLC (the "Anzu SPVs"), which at that time owned more than 5% of Legacy Nuburu’s capital stock.

(2) Ron Nicol, manager of Eunomia, LP, is the Executive Chairman of the Company’s board of directors.

(3) David Michael, an affiliate of CST Global LLC, was a member of the Legacy Nuburu board of directors
Senior Convertible Notes and Senior Note Warrants [Member]    
Debt Conversion [Line Items]    
Summary of Convertible Notes and Note Warrants Sold to Related Parties

The table below summarizes the outstanding principal amount of the Senior Convertible Notes to related parties:

Investor

 

March 31,
2025

 

 

December 31,
2024

 

Wilson-Garling 2023 Family Trust(1)

 

$

—

 

 

$

5,138,055

 

Eunomia, LP(2)

 

 

—

 

 

 

1,027,611

 

Curtis N Maas Revocable Trust(3)

 

 

—

 

 

 

102,761

 

Total Senior Convertible Notes - related parties

 

$

—

 

 

$

6,268,427

 
(1)
Thomas J. Wilson, an affiliate of Wilson-Garling 2023 Family Trust, was a member of the Legacy Nuburu board of directors.
(2)
Ron Nicol, manager of Eunomia, LP, is the Chairman of the Company’s board of directors.
(3)
Curtis Maas, an affiliate of the Curtis N Maas Revocable Trust, was a member of the Legacy Nuburu board of directors.

The table below summarizes the outstanding principal amount of the Senior Convertible Notes to related parties:

Investor

2024

 

 

2023

 

Wilson-Garling 2023 Family Trust(1)

$

5,138,055

 

 

$

5,138,055

 

David Seldin(2)

 

—

 

 

 

1,233,133

 

Eunomia, LP(3)

 

1,027,611

 

 

 

1,027,611

 

Curtis N Maas Revocable Trust(4)

 

102,761

 

 

 

102,761

 

Total Senior Convertible Notes - related parties

$

6,268,427

 

 

$

7,501,560

 

(1) Thomas J. Wilson, an affiliate of Wilson-Garling 2023 Family Trust, was a member of the Legacy Nuburu board of directors.

(2) David Seldin was a member of the Legacy Nuburu board of directors and at the time of the issuance was the sole manager of Anzu Nuburu LLC, Anzu Nuburu II LLC, Anzu Nuburu III LLC and Anzu Nuburu V LLC (the "Anzu SPVs"), which at that time owned more than 5% of Legacy Nuburu’s capital stock.

(3) Ron Nicol, manager of Eunomia, LP, is the Executive Chairman of the Company’s board of directors.

(4) Curtis Maas, an affiliate of the Curtis N Maas Revocable Trust, was a member of the Legacy Nuburu board of directors.