SeaStar Medical Enters Material Definitive Agreement

TL;DR

SeaStar Medical signed a big deal on June 28th, 2024. Details to follow.

AI Summary

On June 28, 2024, SeaStar Medical Holding Corp. entered into a material definitive agreement. The company, formerly known as LMF Acquisition Opportunities Inc. until November 9, 2020, is incorporated in Delaware and headquartered in Denver, Colorado. This filing is a current report under the Securities Exchange Act of 1934.

Why It Matters

This filing indicates a significant new contract or partnership for SeaStar Medical, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement is a significant event that could carry substantial risks and rewards, the nature of which are not yet fully disclosed.

Key Numbers

• 001-39927 — SEC File Number (Identifies the company's filing history with the SEC.)
• 85-3681132 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• SeaStar Medical Holding Corp. (company) — Registrant
• LMF Acquisition Opportunities Inc. (company) — Former company name
• November 9, 2020 (date) — Date of name change
• June 28, 2024 (date) — Date of earliest event reported
• Denver, Colorado (location) — Principal Executive Offices

FAQ

Key Financial Figures

• $0.0001 — ich registered Common Stock par value $0.0001 per share ICU The Nasdaq Stock Mark
• $11.50 — sable for one share of Common Stock for $11.50 per share ICUCW The Nasdaq Stock Ma
• $3.56 — The Company agreed to pay to the Holder $3.56 per Warrant, for an aggregate redemptio
• $449,734.80 — t, for an aggregate redemption price of $449,734.80 (the "Redemption Amount"). The Redempti
• $100,000 — The Redemption Amount consists of: (i) $100,000 paid on July 1, 2024 and (ii) $349,734.
• $349,734.80 — $100,000 paid on July 1, 2024 and (ii) $349,734.80 to be paid no later than August 27, 202

Filing Documents

• icu-20240628.htm (8-K) — 53KB
• icu-ex10_1.htm (EX-10.1) — 43KB
• 0000950170-24-080011.txt ( ) — 244KB
• icu-20240628.xsd (EX-101.SCH) — 47KB
• icu-20240628_htm.xml (XML) — 6KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On June 28, 2024, SeaStar Medical Holding Corporation, a Delaware corporation (the "Company"), and an institutional investor (the "Holder"), entered into a warrant redemption agreement (the "Agreement"). Pursuant to the Agreement, the Company agreed to redeem all 126,330 warrants (the "Warrants") to purchase shares of the Company's common stock, par value $0.0001 per share, owned by the Holder, that were issued by the Company to the Holder, as the holder of certain senior unsecured convertible notes (the "Notes") pursuant to a securities purchase agreement entered into on March 15, 2023, by and between the Company and the Holder (the "Purchase Agreement") and certain letter agreements in connection therewith. The Company agreed to pay to the Holder $3.56 per Warrant, for an aggregate redemption price of $449,734.80 (the "Redemption Amount"). The Redemption Amount consists of: (i) $100,000 paid on July 1, 2024 and (ii) $349,734.80 to be paid no later than August 27, 2024, (the "Deferred Payment Amount"). Interest will accrue on the Deferred Payment Amount at a rate of 7.00% per annum, compounded annually. These warrants were classified as liabilities on the Company's balance sheet due to certain features that precluded equity classification. Pursuant to the Agreement, the Company and the Holder acknowledged and agreed that all covenants, indebtedness, liabilities and other obligations of the Company under or pursuant to the Purchase Agreement, the Notes and the Warrants were satisfied and discharged in full and that the Company has no further obligations, and the Holder has no further rights, relating to the Purchase Agreement, the Notes or the Warrants other than those rights and obligations that expressly survive termination of the Purchase Agreement, the Notes or the Warrants. The foregoing summary of the Redemption Agreement does not purport to be complete and is qualified in its entirety by reference t

02 Termination of a Material Definitive Agreement

Item 1.02 Termination of a Material Definitive Agreement. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

01 - Financial Statements and Exhibits

Item 9.01 - Financial Statements and Exhibits (d) Exhibits Exhibit Number Description Exhibit 10.1 Warrant Redemption Agreement, dated June 28, 2024, by and between SeaStar Medical Holding Corporation and an institutional investor. Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SeaStar Medical Holding Corporation By: /s/ Eric Schlorff Date: July 2, 2024 Name: Eric Schlorff Title: Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR