SeaStar Medical amends common stock purchase agreement with Tumim Stone Capital; $2.5M commitment fee terms revised

SeaStar Medical Holding Corp

On Nov 9, 2022, SeaStar Medical entered into Amendment No. 1 to Common Stock Purchase Agreement and Registration Rights Agreement with Tumim Stone Capital LLC.
$2.5M commitment fee: $1M cash paid on Oct 28, 2022; $500k cash due within 30 days of registration effective date; $1M in newly issued common shares at VWAP.
Exchange Cap set at 2,538,663 shares (19.99% of pre-closing outstanding shares); beneficial ownership limit for investor at 4.99%.
Agreement allows company to sell up to 10 million shares in VWAP purchases from Tumim following Commencement.
All amendments became effective immediately upon closing on November 9, 2022.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

SeaStar Medical Holding Corp amended Amendment No. 1 to the Purchase Agreement with Tumim Stone Capital LLC valued at $2.5 million commitment fee (effective 2022-11-09).

Action: amendment
Agreement: equity purchase
Counterparty: Tumim Stone Capital LLC
Value: $2.5 million commitment fee
Effective: 2022-11-09

Exact text from the filing

(“SeaStar”) entered into a common stock purchase agreement (the “Purchase Agreement”) and a registration rights agreement (the “Registration Rights Agreement”) with Tumim Stone Capital LLC (“Tumim”). The Purchase Agreement and Registration Rights agreement were filed as exhibits 10.30 and 10.31, respectively, to the amendment no.

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SeaStar Medical Holding Corp filing history →

Source: SEC EDGAR

accession 0001193125-22-282579

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