Nuwellis, Inc. Files S-1/A Amendment

TL;DR

<b>Nuwellis, Inc. has filed an S-1/A amendment, providing updated information for its public filings.</b>

AI Summary

Nuwellis, Inc. (NUWE) filed a Amended IPO Registration (S-1/A) with the SEC on January 31, 2024. Nuwellis, Inc. (formerly CHF Solutions, Inc.) filed an S-1/A amendment on January 31, 2024. The company was formerly known as Sunshine Heart, Inc. before a name change on May 23, 2017. The filing is for the fiscal year ending December 31. The company's business address is 12988 Valley View Road, Eden Prairie, MN 55344. The filing is classified as a Non-accelerated Filer.

Why It Matters

For investors and stakeholders tracking Nuwellis, Inc., this filing contains several important signals. This S-1/A filing indicates ongoing corporate actions and disclosures by Nuwellis, Inc., which is crucial for investors to understand the company's current status and future plans. The amendment provides specific details about the company's financial structure and historical changes, including former names and incorporation details, which are important for due diligence.

Risk Assessment

Risk Level: low — Nuwellis, Inc. shows low risk based on this filing. The filing is an S-1/A amendment, which is a routine update to a registration statement and does not inherently signal significant positive or negative developments.

Analyst Insight

Monitor future filings for specific details on the company's business operations and financial performance as disclosed in this S-1/A amendment.

Key Numbers

• 0001140361-24-004664 — Accession Number (Unique identifier for the filing)
• 333-276562 — SEC File Number (SEC's file number for the registration)
• 20170523 — Date of Name Change (Date Nuwellis, Inc. changed from CHF Solutions, Inc.)
• 20101124 — Date of Name Change (Date CHF Solutions, Inc. changed from Sunshine Heart, Inc.)

Key Players & Entities

• Nuwellis, Inc. (company) — Filer name
• CHF Solutions, Inc. (company) — Former company name
• Sunshine Heart, Inc. (company) — Former company name
• 2024-01-31 (date) — Filing date
• 12988 Valley View Road (address) — Business address
• Eden Prairie (location) — Business address city
• MN (location) — Business address state
• 55344 (postal_code) — Business address zip

Forward-Looking Statements

• Nuwellis, Inc. will proceed with a capital raise in the near future. (Nuwellis, Inc.) — medium confidence, target: 2024-06-30
• The updated financial information will lead to increased scrutiny from potential investors. (Nuwellis, Inc.) — high confidence, target: 2024-03-31

FAQ

Industry Context

Nuwellis, Inc. operates in the electromedical and electrotherapeutic apparatus industry.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities.

What Investors Should Do

1. Review the full S-1/A filing for detailed financial statements and business descriptions.
2. Track future SEC filings from Nuwellis, Inc. for ongoing updates.
3. Research the company's market position within the electromedical device sector.

Year-Over-Year Comparison

This is an amendment to a previous filing, indicating updates rather than a completely new registration.

Key Financial Figures

• $0.49 — stock, at an assumed offering price of $0.49 per unit, which is equal to the closing
• $8,000,000 — ry 26, 2024 for gross proceeds of up to $8,000,000. The common warrants included in the un
• $0 — d to the public in this offering, minus $0.0001, and the exercise price of each pr
• $0.0001 — ncluded in the pre-funded units will be $0.0001 per share. The pre-funded warrants will
• $24,000 — for 8.3 days at a cost of approximately $24,000 15 , to which reimbursement will only c
• $15.2 million — uch penalties can cost a hospital up to $15.2 million annually. 17, 18, 19 Treatments for F
• $3,975 — is demonstrated a total cost savings of $3,975, or 14.4%, per patient when using ultra

Filing Documents

• ny20017086x4_s1a.htm (S-1/A) — 4278KB
• ny20017086x4_ex1-1.htm (EX-1.1) — 166KB
• ny20017086x4_ex4-16.htm (EX-4.16) — 122KB
• ny20017086x4_ex4-17.htm (EX-4.17) — 124KB
• ny20017086x4_ex4-18.htm (EX-4.18) — 128KB
• ny20017086x4_ex5-1.htm (EX-5.1) — 21KB
• ny20017086x4_ex10-70.htm (EX-10.70) — 212KB
• ny20017086x4_ex23-2.htm (EX-23.2) — 2KB
• ny20017086x4_ex107.htm (EX-FILING FEES) — 26KB
• logo_nuwellis2.jpg (GRAPHIC) — 49KB
• logo_nuwellis2x1.jpg (GRAPHIC) — 83KB
• ny20017086x4_ex5-1img01.jpg (GRAPHIC) — 3KB
• 0001140361-24-004664.txt (&nbsp;) — 15467KB
• nuwe-20240130.xsd (EX-101.SCH) — 70KB
• nuwe-20240130_cal.xml (EX-101.CAL) — 75KB
• nuwe-20240130_def.xml (EX-101.DEF) — 524KB
• nuwe-20240130_lab.xml (EX-101.LAB) — 858KB
• nuwe-20240130_pre.xml (EX-101.PRE) — 702KB
• ny20017086x4_s1a_htm.xml (XML) — 1602KB

RISK FACTORS

RISK FACTORS 17 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 35

USE OF PROCEEDS

USE OF PROCEEDS 36 CAPITALIZATION 37

MANAGEMENT'S DISCUSSION AND ANALYSIS OF

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 39

BUSINESS

BUSINESS 46 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 64 MANAGEMENT 65

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 72

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 78

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 79

DESCRIPTION OF SECURITIES WE ARE OFFERING

DESCRIPTION OF SECURITIES WE ARE OFFERING 96 PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST) 100 LEGAL MATTERS 106 EXPERTS 106 WHERE YOU CAN FIND ADDITIONAL INFORMATION 106

FINANCIAL STATEMENTS

FINANCIAL STATEMENTS F- 1 TABLE OF CONTENTS ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission ("SEC"). It omits some of the information contained in the registration statement and reference is made to the registration statement for further information with regard to us and the securities being offered hereby. You should review the information and exhibits in the registration statement for further information about us and the securities being offered hereby. Statements in this prospectus concerning any document we filed as an exhibit to the registration statement or that we otherwise filed with the SEC are not intended to be comprehensive and are qualified by reference to the filings. You should review the complete document to evaluate these statements. You should not assume that the information contained in this prospectus is accurate on any date subsequent to the date set forth on the front of the document or that any information we have incorporated by reference is correct on any date subsequent to the date of the document incorporated by reference, even though this prospectus is delivered or securities are sold on a later date. Our business, financial condition, results of operations and prospects may have changed since those dates. You should read this prospectus and the additional information described below under "Where You Can Find Additional Information" before making an investment decision. You should rely only on the information contained in this prospectus and any free-writing prospectus that we authorize to be distributed to you. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. For investors outside of the United States. We have not, and the placement agents have not, done anything that would permit this offering or posses

View Full Filing

View this S-1/A filing on SEC EDGAR