SeaStar Medical(ICU) - 2022 Q4 - Annual Report

Financial Performance - As of December 31, 2022, the accumulated deficit was $99.3 million, up from$76.3 million in 2021, indicating significant ongoing losses [326][349]. - The net loss for the year ended December 31, 2022, was $23.0 million, a 401$4.6 million in 2021 [348]. - Total operating expenses for 2022 were $11.6 million, a 161$4.4 million in 2021, driven by a 292% increase in general and administrative expenses [342][344]. - The company has incurred recurring significant losses, raising substantial doubt about its ability to continue as a going concern [412]. - The net loss for 2022 was $23,013,000, compared to a net loss of$4,596,000 in 2021, indicating a significant increase in losses [422]. Cash and Liquidity - The company had cash of $0.0 million as of December 31, 2022, down from$0.5 million in 2021, raising concerns about liquidity [327][350]. - The company’s cash, beginning of the period, was $510 thousand, which decreased to$47 thousand by the end of the period [422]. - The company’s liquidity is heavily dependent on raising additional capital, which may not be available on acceptable terms [430]. Revenue Generation - The company has not generated any revenue from commercialized products to date, relying primarily on government and other grants [332]. - The company has not yet commercialized its product and remains in the pre-revenue stage focused on product development [425]. Funding and Capital Structure - The company expects to finance operations through equity or debt sales, collaborations, and grants, but adequate capital may not be available when needed [331][350]. - The Company entered into a securities purchase agreement to issue up to $9.8 million in senior unsecured convertible notes and warrants, with the first note issued for$3.3 million [359]. - The Company entered into an equity line financing arrangement allowing the sale of up to $100 million worth of shares of Common Stock, with a commitment fee of$2.5 million [392]. - The Company has no committed external source of funds and may need to delay or cease research and development programs if additional capital is not raised [368]. Business Combination - The Business Combination on October 28, 2022, resulted in the combination of LMF Merger Sub, Inc. and SeaStar Medical, Inc., with LMAO renamed to SeaStar Medical Holding Corporation [382]. - The aggregate consideration payable to the stockholders of SeaStar Medical, Inc. at the Closing was $85.4 million, resulting in the issuance of 8,540,552 shares of Common Stock valued at$10.00 per share [383]. - The Business Combination was treated as a reverse recapitalization, with SeaStar Medical, Inc. being considered the acquired company for financial reporting purposes [459]. Shareholder Information - The Company has the ability to redeem Public Shareholders' Warrants at $0.01 per warrant if the common stock price exceeds$18.00 for 20 out of 30 trading days [508]. - The Company is authorized to issue up to 110,000,000 shares, including 100,000,000 shares of common stock and 10,000,000 shares of preferred stock [514]. - Holders of common stock are entitled to one vote per share, with no cumulative voting rights provided in the Charter [516]. Expenses and Obligations - Total contractual obligations amounted to $8.83 million, with$1.18 million due within one year and $7.65 million due in 1-3 years [385]. - Total accrued expenses as of December 31, 2022, amounted to$2,245, a significant increase from $186 in 2021 [476]. - The Company has recorded an accrued expense of$1.5 million for the remaining commitment fee related to the equity line financing as of December 31, 2022 [392]. Notes and Debt - The LMFA Note has a principal amount of $0.7 million with an interest rate of 7$4.2 million, with a maturity date extended to June 15, 2024, and an interest rate of 7% per annum [400]. - Total notes payable as of December 31, 2022, were $8,830, with significant components including LMFAO note payable of$2,785 and Maxim note payable of $4,167 [480]. Stock and Compensation - Stock-based compensation increased to$1,311 thousand in 2022 from $14 thousand in 2021, reflecting a significant rise in compensation expenses [422]. - The total number of warrants outstanding as of December 31, 2022, was 16,857,714, compared to 69,714 in 2021 [511].