IPOS - Nuwellis Announces Pricing of $2.25 Million Public Offering of Series J Convertible Redeemable Preferred Stock and Warrants | Benzinga
MINNEAPOLIS, Oct. 13, 2023 (GLOBE NEWSWIRE) -- Nuwellis, Inc. (NASDAQ:NUWE) ("Nuwellis" or the "Company"), a commercial-stage company focused on transforming the lives of people with fluid overload, today announced the pricing of a public offering of 150,000 units (the "Units"), with each Unit consisting of one share of the Company's Series J Convertible Redeemable Preferred Stock, par value $0.0001 per share, with a liquidation preference of $25.00 per share (the "Series J Convertible Preferred Stock"), and one warrant (the "Warrants") to purchase one-half of one (0.50) share of Series J Convertible Preferred Stock. The offering is expected to close on October 17, 2023, subject to customary closing conditions.
The purchase price for one Unit is $15.00, which reflects the issuance of the Series J Convertible Preferred Stock with an original issue discount. The Series J Convertible Preferred Stock has a term of three (3) years and is convertible at the option of the holder at any time into shares of the Company's common stock at a conversion price of $1.01.
If any shares of our Series J Convertible Preferred Stock are outstanding at the end of the three-year term, then the Company will promptly redeem all of such outstanding shares of Series J Convertible Preferred Stock on a pro rata basis among all of the holders of Series J Convertible Preferred Stock commencing on the third-year anniversary of the closing date of this offering (the "Mandatory Redemption Date") in cash, to the extent legally permissible under Delaware law, or, if redemption for cash is not legally permissible in duly authorized, validly issued, fully paid and non-assessable shares of the Company's common stock equal in number to the quotient obtained by dividing such unpaid amount by the closing price of the Company's common stock on the Nasdaq on the Mandatory Redemption Date.
Dividends on the Series J Convertible Preferred Stock will be paid, if and when declared by the Board of Directors, in-kind ("PIK dividends") in additional shares of Series J Convertible Preferred Stock based on the stated ...