MINNEAPOLIS, July  31, 2026  (GLOBE NEWSWIRE) -- Nuwellis, Inc. (NASDAQ:NUWE) (&#34;Nuwellis&#34; or the &#34;Company&#34;), a medical technology company committed to delivering solutions for patients with cardiorenal

NUWE

Nuwellis Announces Pricing of $3.4 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules

Nuwellis to raise capital via registered direct offering and five-year warrants

<section class="insight" data-version="1">
  <section data-block="information">
    <h3>Information</h3>
    <p>MINNEAPOLIS, July  31, 2026  (GLOBE NEWSWIRE) -- Nuwellis, Inc. (NASDAQ:NUWE) (&amp;#34;Nuwellis&amp;#34; or the &amp;#34;Company&amp;#34;), a medical technology company committed to delivering solutions for patients with cardiorenal</p>
  </section>

  <section data-block="ai-summary-paragraph">
    <h3>AI Summary</h3>
    <p>Nuwellis announced a registered direct offering and concurrent private placement to raise capital by selling 1.31 million shares at $2.59, plus five-year warrants for the same amount. The deal includes about $3.1 million in gross proceeds from warrant exercises tied to a prior June offering, with closing targeted around August 3, 2026. Dilution is likely near-term, but cash runway could improve if proceeds are deployed effectively.</p>
  </section>

  <section data-block="ai-summary-bullets">
    <h3>Key Points</h3>
    <ul><li>Nuwellis secures definitive agreement for 1.31M shares at $2.59.</li><li>Concurrent private placement will issue warrants for 1.31M shares at $2.59.</li><li>Warrants exercisable immediately; five-year term.</li><li>Closing expected on or about August 3, 2026.</li><li>Gross proceeds include $3.1M from warrant exercises; Ladenburg as exclusive agent.</li></ul>
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  <section data-block="companies-mentioned">
    <h3>Companies Mentioned</h3>
    <ul><li><strong>Nuwellis, Inc. (NUWE)</strong>: Issuer of the offerings; dilution risk and potential cash runway improvement depending on use of proceeds.</li><li><strong>Ladenburg Thalmann &amp; Co. Inc. (NA)</strong>: Exclusive placement agent for the offerings; potential fees and influence on deal execution.</li></ul>
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  <section data-block="category">
    <h3>Corporate Developments</h3>
    <p>Category: Corporate Developments. The article documents a capital-raise action via direct offering and warrants, impacting NUWE&#039;s capital structure and liquidity.</p>
  </section>

  <section data-block="market-moving">
    <h3>Market-Moving</h3>
    <ul><li>Dilution from 1.31 million new shares at $2.59 may pressure NUWE stock.</li><li>Warrants exercisable immediately create near-term share-count and price uncertainty.</li><li>Closing date is set for around August 3, 2026; sentiment hinges on use of proceeds.</li><li>Exclusive placement agent Ladenburg Thalmann could influence near-term liquidity and execution.</li></ul>
  </section>

  <section data-block="key-facts">
    <h3>Key Facts</h3>
    <ul><li>1,310,890 shares to be sold at $2.59 per share.</li><li>Concurrent private placement includes warrants for 1,310,890 shares at $2.59; 5-year term; exercisable immediately.</li><li>Closing targeted on or about August 3, 2026.</li><li>Approximately $3.1 million gross proceeds from warrant exercises from the June 2026 offering.</li><li>Ladenburg Thalmann &amp; Co. Inc. is exclusive placement agent.</li><li>Shelf registration on Form S-3 (File No. 333-280647) effective July 9, 2024.</li></ul>
  </section>

  <section data-block="trading-thesis">
    <h3>Trading Thesis</h3>
    <p>Near-term dilution risk weighs on NUWE; cash runway may improve if proceeds are deployed effectively within 6–12 months.</p>
  </section>
</section>


<link type="text/css" rel="stylesheet" href="https://www.globenewswire.com/styles/gnw_nitf.css"></link><p align="justify">MINNEAPOLIS, July  31, 2026  (GLOBE NEWSWIRE) -- Nuwellis, Inc. (NASDAQ:<a class="ticker" href="https://www.benzinga.com/quote/NUWE">NUWE</a>) ("Nuwellis" or the "Company"), a medical technology company committed to delivering solutions for patients with cardiorenal conditions, today announced that it has entered into a definitive securities purchase agreement with certain institutional investors for the purchase and sale of 1,310,890 shares of the Company’s common stock at a price of $2.59 per share of common stock in a registered direct offering priced at-the-market under Nasdaq rules.</p>  <p align="justify">Nuwellis also received approximately $3.1 Million in gross proceeds from the exercise of previously issued warrants which were issued in connection with the Company’s June 2026 public offering.</p>  <p align="justify">In addition, in a concurrent private placement, the Company will issue to the investors warrants to purchase up to 1,310,890 shares of common stock. The warrants have an exercise price of $2.59 per share, will be exercisable immediately following the date of issuance and will have a term of five years from the date of effectiveness of the registration statement for the purposes of registering the shares of common stock underlying the warrants.</p>  <p align="justify">The closing of the registered direct offering and the concurrent private placement is expected to occur on or about August 3, 2026, subject to the satisfaction of customary closing conditions.</p>  <p>Ladenburg Thalmann &amp; Co. Inc. is acting as exclusive placement agent for the offerings.</p>  <p align="justify">The securities described above (excluding the warrants and the shares of common stock underlying the warrants) are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-280647), which was declared effective by the United States Securities and Exchange Commission ("SEC") on July 9, 2024. The registered direct offering is being made only by means of a prospectus, including a prospectus supplement, which is part of the effective registration statement, that will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at <a href="https://www.globenewswire.com/Tracker?data=dBCia7bGLACI7YKr2FQXFOJJP-_-zYPxvzIN7Ax63M-brTTaPG4dDVfSyPtaI0Dv7pHpzLAlEbAxOK6nKKnThw==" rel="nofollow" target="_blank">http://www.sec.gov</a> or by contacting Ladenburg Thalmann &amp; Co. Inc., Prospectus Department, 640 Fifth Avenue, 4th Floor, New York, New York 10019 or by email at prospectus@ladenburg.com.</p>  <p align="justify">The warrants described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and, along with the shares of common stock underlying such warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and the underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.</p>  <p align="justify">This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described therein, nor shall there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.</p>  <p><strong>Forward-Looking Statements</strong></p>  <p align="justify">Certain statements in this release may be considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include, without limitation, statements with respect to the completion of the offerings, the satisfaction of customary closing conditions related to the offerings and the intended use of proceeds from the offerings. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this release, including, without limitation, uncertainties related to market conditions, the satisfaction of customary closing conditions related to the offerings, those risks associated with our ability to execute on our commercialization strategy, the possibility that we may be unable to raise sufficient funds necessary for our anticipated operations, our post-market clinical data collection activities, benefits of our products to patients, our expectations with respect to product development and commercialization efforts, our ability to increase market and physician acceptance of our products, potentially competitive product offerings, intellectual property protection, our ability to integrate acquired businesses, our expectations regarding anticipated synergies with and benefits from acquired businesses, and other risks and uncertainties described in our filings with the SEC. Forward-looking statements speak only as of the date when made. Nuwellis does not assume any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.</p>  <p>For further information, please contact:</p>  <p><strong>Investor Relations:</strong> <br></br>CORE IR<br></br><a href="https://www.globenewswire.com/Tracker?data=spFNdVOY6502ev7156J0Aw4oAGLeczZnNXFUlNGcSPvs3x1PHj0JFq4IksehFXWMI3Qa6W4eaooTEnqAwOfhwX3DYcrUGF0CA9aIk4A1xm4=" rel="nofollow" target="_blank">ir@nuwellis.com</a></p>  <p><strong>Media Contact:</strong><br></br>CORE PR<br></br><a href="https://www.globenewswire.com/Tracker?data=bSshcFzN13b6AYWU919lhrsFi1t4EcOpykvDLlZKMM1-h3u07Wkyb0iwSYRo2MJE91dR0u9zkc9oxAGaNsK2Eg3MWYep5fTtzOc_qpgXgsM=" rel="nofollow" target="_blank">media@nuwellis.com</a></p> <img alt="" class="__GNW8366DE3E__IMG" src="https://www.globenewswire.com/newsroom/ti?nf=OTgwMTYxNyM3NzUzMTA0IzIwMTEzMTA="></img> <br></br><img alt="" src="https://ml.globenewswire.com/media/NmY4OWQ0ZTQtYjJiOC00ZDdkLWI2N2ItZmM5ZjhhNmU4ZWFiLTEwMjI4ODMtMjAyNi0wNy0zMS1lbg==/tiny/Nuwellis-Inc-.png" referrerpolicy="no-referrer-when-downgrade"></img><p><a href="https://www.globenewswire.com/NewsRoom/AttachmentNg/92c460b4-3e5c-4a6f-a33c-636a1520d076"><img src="https://ml.globenewswire.com/media/92c460b4-3e5c-4a6f-a33c-636a1520d076/small/nuwellis-logo-1-png.png" border="0" width="150" height="24" alt="Primary Logo"></img></a></p>

Nuwellis announced a registered direct offering and concurrent private placement to raise capital by selling 1.31 million shares at $2.59, plus five-year warrants for the same amount. The deal includes about $3.1 million in gross proceeds from warrant exercises tied to a prior June offering, with closing targeted around August 3, 2026. Dilution is likely near-term, but cash runway could improve if proceeds are deployed effectively.

News insight

Nuwellis Announces Pricing of $3.4 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules

AI summary

Sentiment rationale

Key facts

Corporate Developments