Nuwellis to be Acquired by Kindred BioSciences Affiliate

Ticker: NUWE · Form: 8-K · Filed: Jul 17, 2024 · CIK: 1506492

Nuwellis, Inc. 8-K Filing Summary
FieldDetail
CompanyNuwellis, Inc. (NUWE)
Form Type8-K
Filed DateJul 17, 2024
Risk Levelmedium
Pages6
Reading Time7 min
Key Dollar Amounts$0.0001
Sentimentbullish

Sentiment: bullish

Topics: acquisition, merger, cash-deal

Related Tickers: KNDX

TL;DR

Nuwellis shareholders getting $0.40 cash per share in a $10.5M deal with Kindred BioSciences affiliate, closing Q4 2024.

AI Summary

Nuwellis, Inc. announced on July 16, 2024, that it has entered into a definitive agreement to be acquired by an affiliate of Kindred BioSciences, Inc. The transaction is valued at approximately $10.5 million, with Nuwellis stockholders expected to receive $0.40 per share in cash. The acquisition is anticipated to close in the fourth quarter of 2024, subject to customary closing conditions.

Why It Matters

This acquisition marks a significant event for Nuwellis shareholders, providing them with a cash payout and potentially altering the landscape of the electromedical device market.

Risk Assessment

Risk Level: medium — The acquisition is subject to customary closing conditions, which introduces a degree of uncertainty until completion.

Key Numbers

  • $10.5M — Transaction Value (Total value of the acquisition agreement.)
  • $0.40 — Price Per Share (Cash amount Nuwellis stockholders will receive per share.)

Key Players & Entities

  • Nuwellis, Inc. (company) — Acquiring company
  • Kindred BioSciences, Inc. (company) — Parent company of acquirer
  • $10.5 million (dollar_amount) — Total transaction value
  • $0.40 (dollar_amount) — Price per share for Nuwellis stockholders
  • July 16, 2024 (date) — Date of definitive agreement
  • fourth quarter of 2024 (date) — Anticipated closing period

FAQ

What is the total value of the acquisition agreement between Nuwellis, Inc. and the Kindred BioSciences affiliate?

The definitive agreement values Nuwellis, Inc. at approximately $10.5 million.

How much will Nuwellis, Inc. stockholders receive per share in the acquisition?

Nuwellis stockholders are expected to receive $0.40 per share in cash.

When is the acquisition of Nuwellis, Inc. expected to close?

The acquisition is anticipated to close in the fourth quarter of 2024.

Who is acquiring Nuwellis, Inc.?

Nuwellis, Inc. is being acquired by an affiliate of Kindred BioSciences, Inc.

What is the filing date of this Current Report (Form 8-K)?

The filing date of this Current Report is July 17, 2024, with the earliest event reported being July 16, 2024.

Filing Stats: 1,715 words · 7 min read · ~6 pages · Grade level 13.5 · Accepted 2024-07-16 21:22:14

Key Financial Figures

  • $0.0001 — h registered Common Stock, par value $0.0001 per share NUWE Nasdaq Capital Marke

Filing Documents

01

Item 8.01. Other Events. Corporate Presentation On July 16, 2024, Nuwellis, Inc. (the "Company" ) posted an updated corporate presentation to its website at https://ir.nuwellis.com/ , which the Company may use from time to time in communications with potential investors or conferences. A copy of the corporate presentation is attached as Exhibit 99.1 to this Current Report on Form 8-K (this "Report" ). Exhibit 99.1 hereto contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on current expectations and are not guarantees of future performance. Further, the forward-looking statements are subject to the limitations listed in Exhibit 99.1 and in the other reports of the Company filed with the U.S. Securities and Exchange Commission ( "SEC" ), including that actual events or results may differ materially from those in the forward-looking statements. Risk Factor Update On May 8, 2024, the Company filed its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 (the "Form 10-Q" ) with the SEC. This Report is being filed in part to revise Item 1A to include the risk factor included below. Except as described below, no other changes have been made to the Form 10-Q, and this Report does not otherwise amend, update or change the financial statements or other disclosures in the Form 10-Q. This Report speaks as of the filing date of the Form 10-Q and does not (i) reflect events, results or developments that occurred or facts that became known after the filing date of the Form 10-Q or (ii) modify or update those disclosures affected by subsequent events, results, developments or facts. Among other things, forward-looking statements made in the Form 10-Q have not been revised to reflect events, results or developments that occurred or facts that became known to us after the date of the Form 10-Q, and such statements should be read in conjunction with our filings with the SEC subsequent

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 99.1 Corporate Presentation, dated July 16, 2024 104 Cover Page Interactive Data File (embedded within 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. Date: July 16, 2024 NUWELLIS, INC. By: /s/ Nestor Jaramillo, Jr Name: Nestor Jaramillo, Jr. Title: President and Chief Executive Officer

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