PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 17th, 2023 • Nuwellis, Inc. • Electromedical & electrotherapeutic apparatus • New York
This letter agreement (the “Agreement”) constitutes the agreement between Lake Street Capital Markets, LLC and Maxim Group LLC, as placement agents (each a “Placement Agent” and, collectively, the “Placement Agents”) and Nuwellis, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), that Placement Agents shall serve as exclusive placement agents for the Company, on a “reasonable best efforts” basis, for the proposed placement to certain purchasers (the “Purchasers”) of up to an aggregate of 150,000 units (each a “Unit” and collectively, the “Units”), with each Unit consisting of (A) one share (each a “Share” and collectively, the “Shares”) of the Company’s Series J Convertible Redeemable Preferred Stock, par value $0.0001 per share (the “Series J Preferred Stock”), (B) one warrant (each a “Warrant” and collectively, the “Warrants”) to purchase one-half of one share of the Series J Preferred Stock (the “Warrant Shares”) exercisable immediately and expiring three
