Nuwellis, Inc. Files S-1 Registration Statement

TL;DR

<b>Nuwellis, Inc. has filed an S-1 registration statement, signaling potential future public offerings.</b>

AI Summary

Nuwellis, Inc. (NUWE) filed a IPO Registration (S-1) with the SEC on January 18, 2024. Nuwellis, Inc. (formerly CHF Solutions, Inc.) filed an S-1 registration statement on January 18, 2024. The company was formerly known as Sunshine Heart, Inc. before a name change in 2010. The filing indicates a fiscal year end of December 31st. Nuwellis, Inc. is incorporated in Delaware. The company's business address is 12988 Valley View Road, Eden Prairie, MN 55344.

Why It Matters

For investors and stakeholders tracking Nuwellis, Inc., this filing contains several important signals. This S-1 filing is a prerequisite for Nuwellis to offer its securities to the public, indicating a potential move towards raising capital or increasing liquidity for existing shareholders. The historical name changes (Sunshine Heart, Inc. to CHF Solutions, Inc. to Nuwellis, Inc.) suggest a history of restructuring or strategic shifts within the company.

Risk Assessment

Risk Level: low — Nuwellis, Inc. shows low risk based on this filing. The filing is an S-1, which is a standard registration statement for potential public offerings and does not contain specific financial performance data or operational details that would indicate immediate risk.

Analyst Insight

Monitor future filings for details on the proposed offering, use of proceeds, and updated financial information.

Key Numbers

• 2024-01-18 — Filing Date (S-1 filing date)
• 1231 — Fiscal Year End (Company's fiscal year end)
• DE — State of Incorporation (State where Nuwellis, Inc. is incorporated)
• 333-276562 — SEC File Number (SEC file number for this registration)
• 2017-05-23 — Name Change Date (Date of name change from CHF Solutions, Inc.)
• 2010-11-24 — Name Change Date (Date of name change 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
• 2024-01-18 (date) — Filing date
• 12988 Valley View Road (address) — Business address
• Eden Prairie (location) — Business address city
• MN (location) — Business address state
• 55344 (zip_code) — Business address zip

Forward-Looking Statements

• Nuwellis, Inc. will proceed with a public offering of securities to raise capital. (Nuwellis, Inc.) — high confidence, target: 2024-12-31
• The offering will likely result in dilution for existing shareholders. (Nuwellis, Inc. shareholders) — high confidence, target: 2024-12-31

FAQ

Industry Context

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

Regulatory Implications

The S-1 filing is a regulatory document required by the SEC for companies planning to offer securities to the public.

What Investors Should Do

1. Review the full S-1 filing for detailed financial statements and business descriptions.
2. Track future SEC filings for updates on potential stock offerings and capital raises.
3. Research the company's product lines and market position within the medical device sector.

Year-Over-Year Comparison

This is an initial S-1 filing and does not have a prior filing of the same type to compare against for 'vs last filing' analysis.

Key Financial Figures

• $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 — TENTS days at a cost of approximately $24,000 12 , to which reimbursement will only c
• $3,975 — is demonstrated a total cost savings of $3,975, or 14.4%, per patient when using ultra

Filing Documents

• ny20017086x1_s1.htm (S-1) — 4302KB
• ny20017086x1_ex23-2.htm (EX-23.2) — 2KB
• ny20017086x1_ex107.htm (EX-FILING FEES) — 24KB
• logo_nuwellis2.jpg (GRAPHIC) — 49KB
• logo_nuwellis2x1.jpg (GRAPHIC) — 83KB
• 0001140361-24-002619.txt (&nbsp;) — 14552KB
• nuwe-20240117.xsd (EX-101.SCH) — 70KB
• nuwe-20240117_cal.xml (EX-101.CAL) — 75KB
• nuwe-20240117_def.xml (EX-101.DEF) — 524KB
• nuwe-20240117_lab.xml (EX-101.LAB) — 858KB
• nuwe-20240117_pre.xml (EX-101.PRE) — 702KB
• ny20017086x1_s1_htm.xml (XML) — 1608KB

RISK FACTORS

RISK FACTORS 17 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS 36

USE OF PROCEEDS

USE OF PROCEEDS 37

DILUTION

DILUTION 38 CAPITALIZATION 40

MANAGEMENT'S DISCUSSION AND ANALYSIS OF

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 42

BUSINESS

BUSINESS 49 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 67 MANAGEMENT 68

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 75

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 81

DESCRIPTION OF CAPITAL STOCK

DESCRIPTION OF CAPITAL STOCK 82

DESCRIPTION OF SECURITIES WE ARE OFFERING

DESCRIPTION OF SECURITIES WE ARE OFFERING 99 PLAN OF DISTRIBUTION (CONFLICTS OF INTEREST) 102 LEGAL MATTERS 108 EXPERTS 108 WHERE YOU CAN FIND ADDITIONAL INFORMATION 108

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 possess

View Full Filing

View this S-1 filing on SEC EDGAR