LMF Acquisition Opportunities, Inc. (LMAO) Shareholders Approve SeaStar Medical Deal

LMF (NASDAQ:LMAO) announced in a press release this afternoon that its shareholders have approved its combination with clinical biotech firm SeaStar Medical at a special meeting held earlier today.

Holders of approximately 79% of LMAO’s issued and outstanding shares cast votes at today’s meeting. The business combination was overwhelmingly approved as the SPAC saw more than 96% of the votes cast were in favor of the transaction.

Although the press release did not disclose redemption amounts, LMAO traded below its trust value of $10.20 throughout its redemption deadline October 14 and closed today at $8.44. The SPAC, however, had been consistently trading above its trust value since the beginning of September.

The parties now expect to close the deal once all closing conditions are satisfied, at which time LMAO will be renamed “SeaStar Medical Holding Corporation” and the company’s common stock and warrants are expected to begin trading on Nasdaq under the new ticker symbols “ICU” and “ICUCW,” respectively.

Just yesterday, LMF entered into a prepaid forward agreement with Vellar Opportunity Fund so that it may purchase shares of LMF common stock, from holders other than LMF or affiliates of LMF, including from holders who have previously elected to redeem. While Vellar does not have an obligation to actually purchase any shares under the agreement, the total “recycled shares” cannot be more than 1,500,000 shares.

Yesterday’s prepaid forward agreement comes nearly two months after LMF entered into a $100 million common stock purchase agreement, a registration rights agreement, and secured a $7 million PIPE.

LMF and SeaStar initially announced their $85 million deal in April 2022.  LMF originally brought about $105.7 million into the deal from its current trust and the deal featured a requirement of $15 million unrestricted cash on hand at closing.

Denver-based SeaStar is developing a therapeutic method to address hyper-inflammation with particular applications in treating COVID-19 patients.

ADVISORS

• Maxim Group LLC served as sole financial advisor to SeaStar Medical.
• Skyway Capital Markets LLC served as sole financial and valuation advisor to LMAO.