SeaStar Medical is a health care technology organization creating proprietary answers to minimize the effects of hyperinflammation on essential organs
Transaction to deliver SeaStar with entry to the funds marketplaces, letting it to accelerate the improvement and development of its proprietary and revolutionary immunomodulatory platform for pediatric and adult acute kidney damage (AKI)
SeaStar Clinical programs to progress other applications for acute and continual inflammations, together with situations affiliated with Covid-19
Dow Pension Options, as current investors of SeaStar Professional medical, commit to further take part in the transaction by a PIPE financial investment
The proposed business mix is envisioned to be finished in the 3rd quarter of 2022
DENVER and TAMPA, Fla., April 22, 2022 (Globe NEWSWIRE) — SeaStar Professional medical, Inc. (“SeaStar Medical”), a professional medical technology corporation building extracorporeal therapies to minimize the penalties of excessive irritation on important organs, and LMF Acquisition Possibilities, Inc. (Nasdaq: LMAO) (“LMAO”), a publicly traded special reason acquisition organization, right now introduced they have entered into a merger arrangement. The transaction is envisioned to deliver SeaStar Medical with access to the funds marketplaces and thus situation the corporation to accelerate the development and development of its guide packages for acute kidney injuries (AKI) in equally pediatric and adult sufferers, as well as advance other SeaStar Medical programs in acute and serious indications.
SeaStar Medical’s Selective Cytopheretic System (“SCD”) is a patented, cell-directed, extracorporeal immunomodulator that selectively targets activated neutrophils and monocytes to deal with hyperinflammation. Neutrophils and monocytes are the mobile mediators that push systemic inflammation, which when spreading uncontrollably by way of the overall body can direct to organ harm, organ failure or dying. The SCD technologies targets the cellular drivers of inflammation to restore balance in the overall body and likely reverse the destruction. SeaStar Clinical intends to submit SCD for acceptance with the Fda below the Humanitarian System Exemption to start commercialization for the treatment of pediatric AKI and progress SCD into a pivotal demo for treatment of AKI in grown ups.
“We are quite psyched to help SeaStar Clinical as it delivers to market novel solutions for essential individuals,” stated Bruce M. Rodgers, Main Executive Officer and Chairman of the Board of LMAO. “We believe this transaction will present an beautiful entry issue and valuation for LMAO’s buyers with the potential for substantial upside as SeaStar Medical executes its business program.”
“Patients battling inflammation today have constrained choices and our system delivers a remedy that not only stops hyperinflammation, but assists the physique mend. This is a tremendous option to remodel patient treatment,” said Eric Schlorff, President and Main Govt Office of SeaStar Health care. “We are enthusiastic to welcome LMAO as companions and seem ahead to our evolution to become a entire world-course general public organization that presents swelling answers in both of those significant care and ongoing treatment configurations.”
The put together business will be recognized as SeaStar Medical Keeping Corporation and will run below the very same management staff as SeaStar Health care, which is led by Mr. Schlorff. The transaction contemplates an business price of around $85 million for SeaStar Medical. As part of the transaction, all SeaStar Healthcare shares owned by SeaStar Medical’s present equity holders will be converted into Class A Popular Stock of SeaStar Medical Keeping Corporation. The Dow Chemical Business Pension Programs, as present buyers of SeaStar Health-related, are committed to additional take part in the transaction by means of a PIPE expense that is predicted to close at the time of the completion of the organization mixture.
The transaction has been unanimously accredited by both equally Boards of Administrators of SeaStar Clinical and LMAO and is topic to approval by stockholders of LMAO and other customary closing problems. The holders of a bulk of the SeaStar Health care voting electricity have authorised the merger. The proposed company mixture is envisioned to be completed in the 3rd quarter of 2022.
Maxim Group LLC served as sole monetary advisor to SeaStar Health-related in relationship with the proposed business enterprise combination. Skyway Cash Marketplaces LLC served as sole economic and valuation advisor to LMAO in link with the proposed organization blend.
About SeaStar Clinical, Inc.
Denver-based mostly SeaStar Clinical is a privately-held health-related technological know-how organization that is focusing on redefining how extracorporeal therapies may lessen the outcomes of too much irritation on very important organs. SeaStar Medical’s novel technologies depend on science and innovation to supply lifestyle-saving remedies to critically-sick patients. It is developing and commercializing extracorporeal therapies that goal the effector cells that drive systemic swelling, causing immediate tissue hurt and secreting a selection of professional-inflammatory cytokines that initiate and propagate imbalanced immune responses. For additional info pay a visit to http://seastarmedical.com/or visit us on LinkedIn or Twitter.
About LMF Acquisition Chances, Inc.
LMF Acquisition Chances, Inc. (Nasdaq: LMAO) is a unique function acquisition corporation fashioned for the objective of effecting a merger, money stock trade, asset acquisition, stock purchase, reorganization or related organization combination with just one or a lot more enterprises.. LMAO is led by Bruce M. Rodgers, Main Govt Officer and Chairman of the Board. For more details, take a look at www.lmfacquisitions.com.
Trader Relations Make contact with:
David Waldman or Natalya Rudman
Crescendo Communications, LLC
Electronic mail: [email protected]
This press launch has particular forward-seeking statements within the indicating of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1955. These forward-seeking statements consist of, with out limitation, LMAO’s and SeaStar Medical’s expectations with respect to the proposed business mixture in between LMAO and SeaStar Clinical, like statements regarding the positive aspects of the transaction, the anticipated timing of the transaction, the implied valuation of SeaStar Clinical, the products and solutions made available by SeaStar Professional medical and the markets in which it operates, and SeaStar Medical’s projected long term effects. Words and phrases these types of as “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue on,” “will possible consequence,” and equivalent expressions are meant to detect this kind of forward-hunting statements. Ahead-hunting statements are predictions, projections and other statements about upcoming events that are dependent on existing anticipations and assumptions and, as a outcome, are issue to substantial dangers and uncertainties that could cause the genuine results to vary materially from the expected final results. Most of these components are outside LMAO’s and SeaStar Medical’s regulate and are difficult to forecast. Variables that may well bring about precise long run occasions to vary materially from the envisioned final results, include things like, but are not minimal to: (i) the danger that the transaction may possibly not be finished in a timely method or at all, which may possibly adversely affect the cost of LMAO’s securities, (ii) the threat that the transaction may well not be accomplished by LMAO’s small business combination deadline, even if prolonged by its sponsor, (iii) the failure to satisfy the problems to the consummation of the transaction, which include the adoption of the settlement and program of merger (“Merger Agreement”) by the stockholders of LMAO and the fulfillment of the minimum have faith in account total pursuing redemptions by LMAO’s community stockholders, (iv) the absence of a third bash valuation in identifying whether or not or not to go after the proposed company mixture, (v) the incidence of any celebration, modify or other circumstance that could give rise to the termination of the Merger Agreement, (vi) the receipt of an unsolicited give from one more bash for an choice transaction that could interfere with the enterprise mix, (vii) the effect of the announcement or pendency of the transaction on SeaStar Medical’s company relationships, efficiency, and organization commonly, (viii) the inability to identify the anticipated positive aspects of the company combination, which may perhaps be impacted by, among other matters, levels of competition and the capability of the article-mixture business to increase and deal with progress profitability and retain its essential employees, (ix) expenditures associated to the business enterprise mixture, (x) the outcome of any legal proceedings that could be instituted against SeaStar Professional medical or LMAO following the announcement of the proposed organization mixture, (xi) the capacity to maintain the listing of LMAO’s securities on the Nasdaq, (xii) the skill to put into practice organization designs, forecasts, and other anticipations after the completion of the proposed business blend, and identify and recognize further options, (xiii) the danger of downturns and the chance of speedy modify in the extremely competitive market in which SeaStar Professional medical operates, (xiv) the threat that SeaStar Healthcare and its existing and future collaborators are unable to productively produce and commercialize SeaStar Medical’s merchandise or providers, or practical experience considerable delays in doing so, like failure to achieve approval of its solutions by relevant federal and point out regulators, (xv) the chance that SeaStar Professional medical could by no means obtain or maintain profitability (xvi) the threat that SeaStar Professional medical could will need to raise additional money to execute its business prepare, which several not be readily available on acceptable phrases or at all (xvii) the threat that 3rd-parties suppliers and producers are not capable to completely and timely satisfy their obligations, (xviii) the hazard of product liability or regulatory lawsuits or proceedings relating to SeaStar Medical’s merchandise and expert services, (xix) the threat that SeaStar Clinical is not able to protected or shield its mental residence, (xx) the chance that the put up-blend company’s securities will not be authorised for listing on Nasdaq or if approved, preserve the listing and (xxi) other dangers and uncertainties indicated from time to time in the proxy statement / prospectus to be filed relating to the business blend, including individuals under the “Risk Factors” section therein and in LMAO’s other filings with the SEC. The foregoing checklist of components is not exhaustive. Ahead-on the lookout statements speak only as of the day they are made. Readers are cautioned not to place undue reliance on ahead-wanting statements, and SeaStar Healthcare and LMAO presume no obligation and do not intend to update or revise these ahead-hunting statements, no matter if as a consequence of new facts, future events, or if not.
Significant Information and facts and Wherever to Find It
In relationship with the transaction, LMAO intends to file a registration statement on Type S-4 (the “Registration Statement”) with the SEC, which will consist of a preliminary proxy statement to be dispersed to holders of LMAO’s widespread inventory in relationship with LMAO’s solicitation of proxies for the vote by LMAO’s stockholders with respect to the transaction and other issues as described in the Registration Assertion, as nicely as the prospectus relating to the present of the securities to be issued to SeaStar Medical’s stockholders in connection with the transaction. Immediately after the Registration Statement has been submitted and declared productive, LMAO will mail a definitive proxy statement, when readily available, to its stockholders. Traders and safety holders and other intrigued parties are urged to browse the proxy assertion/prospectus, any amendments thereto and any other paperwork submitted with the SEC carefully and in their entirety when they come to be accessible due to the fact they will include significant information about LMAO, SeaStar Health-related and the transaction. Investors and safety holders may get free of charge copies of the preliminary proxy assertion/prospectus and definitive proxy statement/prospectus (when accessible) and other files submitted with the U.S. Securities and Exchange Fee (the “SEC”) by LMAO via the internet site managed by the SEC at http://www.sec.gov, or by directing a ask for to: LMF Acquisition Alternatives, Inc., 1200 Platt Street, Suite 1000 Tampa, FL 33602.
Individuals in Solicitation
LMAO and SeaStar Healthcare and their respective directors and specified of their respective govt officers and other users of administration and staff members may perhaps be regarded contributors in the solicitation of proxies with respect to the transaction. Details about the administrators and govt officers of LMAO is established forth in its Annual Report on Variety 10-K for the fiscal yr ended December 31, 2021. Supplemental details with regards to the individuals in the proxy solicitation and a description of their immediate and indirect pursuits, by safety holdings or if not, will be bundled in the proxy statement/prospectus and other suitable materials to be filed with the SEC concerning the transaction when they turn out to be accessible. Stockholders, probable investors and other intrigued individuals should read through the proxy statement/prospectus cautiously when it gets to be obtainable before generating any voting or financial investment conclusions. When offered, these paperwork can be obtained no cost of demand from the resources indicated earlier mentioned.
No Present or Solicitation
This press launch shall not represent an provide to provide or the solicitation of an offer to obtain any securities, nor shall there be any sale of securities in any jurisdiction in which these kinds of offer, solicitation or sale would be unlawful prior to registration or qualification underneath the securities legal guidelines of any this sort of jurisdiction. No featuring of securities shall be built besides by signifies of a prospectus meeting the requirements of Segment 10 of the U.S. Securities Act of 1933, as amended.