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Nuwellis announces pricing of $4.3M underwritten public offering

Nuwellis (NUWE) announced the pricing of a public offering of 406,755 shares of its common stock, pre-funded warrants to purchase 14,085,998 shares of Common Stock, in each case with accompanying Series A Warrants to purchase up to 43,478,259 shares of Common Stock and Series B Warrants to purchase up to 14,492,753 shares of Common Stock. The public offering price per share of Common Stock and accompanying warrants is $0.30 per share and accompanying warrants, and the public offering price per pre-funded warrant and accompanying warrants is $0.2999 per pre-funded warrant and accompanying warrants. Nuwellis expects to use the net proceeds from the offering for working capital and general corporate purposes, including possible acquisition activity. Each pre-funded warrant has an exercise price of $0.0001 per pre-funded warrant, and is immediately exercisable until such pre-funded warrant is exercised in full. Each of the Series A Warrants and Series B Warrants has an exercise price of $0.30, and will be exercisable for a period of five years following the receipt of stockholder approval, as required by the applicable rules and regulations of Nasdaq. The Series A Warrants will contain a one-time reset of the exercise price in the event that the Company implements a reverse stock split to the greater of: 20% of the combined public offering price per share of Common Stock and accompanying warrants in this offering and the lowest daily volume weighted average price for the five trading days immediately following the date of the implementation of a reverse stock split. The Series B Warrants will include a zero cash exercise option allowing holders of a Series B Warrant the right to receive, without payment of any additional cash to the Company, an aggregate number of shares equal to the number of shares of Common Stock that would be issuable upon a cash exercise of such Series B Warrant. Ladenburg Thalmann & Co. Inc. is acting as sole book-running manager in connection with the offering. The offering is expected to close on or about June 10, 2025, subject to customary closing conditions.

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