WARRANT AGREEMENTWarrant Agreement • August 24th, 2022 • LMF Acquisition Opportunities Inc • Surgical & medical instruments & apparatus • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated as of [•], 2022, is by and between LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (the “Warrant Agent,” also referred to herein as the “Transfer Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 24th, 2022 • LMF Acquisition Opportunities Inc • Surgical & medical instruments & apparatus • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 23, 2022, is by and among Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), LMF Acquisition Opportunities, Inc., a Delaware blank check company established for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (“LMFAO”), and SeaStar Medical, Inc., a Delaware corporation (“SeaStar Medical”).
FORM OF AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 24th, 2022 • LMF Acquisition Opportunities Inc • Surgical & medical instruments & apparatus • Colorado
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is made as of _______, 2022 by and between SeaStar Medical Holding Corporation (the “Company”), and Eric Schlorff (“Executive”).
COMMON STOCK PURCHASE AGREEMENT Dated as of August 23, 2022 by and among LMF ACQUISITION OPPORTUNITIES, INC. SEASTAR MEDICAL, INC. and TUMIM STONE CAPITAL LLCCommon Stock Purchase Agreement • August 24th, 2022 • LMF Acquisition Opportunities Inc • Surgical & medical instruments & apparatus • New York
This COMMON STOCK PURCHASE AGREEMENT is made and entered into as of August 23, 2022 (as it may be amended at or prior to the Closing hereunder, this “Agreement”), by and among Tumim Stone Capital LLC, a Delaware limited liability company (the “Investor”), LMF Acquisition Opportunities, Inc., a Delaware blank check company established for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (“LMFAO”), and SeaStar Medical, Inc., a Delaware corporation (“SeaStar Medical”).
SUBSCRIPTION AGREEMENTSubscription Agreement • August 24th, 2022 • LMF Acquisition Opportunities Inc • Surgical & medical instruments & apparatus • New York
In connection with the proposed business combination (the “Transaction”) between LMF Acquisition Opportunities, Inc., a Delaware corporation (the “Company”) and SeaStar Medical, Inc., a Delaware corporation (“Target”), pursuant to that certain Agreement and Plan of Merger, dated as of April 21, 2022 (the “Transaction Agreement”), by and among, the Company, Target, LMF Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of the Company (“Merger Sub”), and certain other parties named therein, the Company is seeking commitments to purchase shares of the Company’s Class A Common Stock, par value $0.0001 per share (the “Common Stock”), for a purchase price of $10.00 per share (the “Purchase Price per Share” and the aggregate of such Purchase Price per Share for all Shares (as defined below) being referred to herein as the “Purchase Price”), and PIPE Warrants (as defined below), in a private placement to be conducted by the Company (the “Offering”).
