SEC Comment Letter 0000000000-22-014002 to SeaStar Medical Holding Corp (ICU)
SeaStar Medical Holding Corp
Date: Dec. 29, 2022 · CIK: 0001831868 · Accession: 0000000000-22-014002
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File numbers found in text: 333-268503
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United States securities and exchange commission logo
December 29, 2022
Eric Schlorff
Chief Executive Officer
SeaStar Medical Holding Corporation
3513 Brighton Blvd., Suite 410
Denver, CO 80216
Re:SeaStar Medical Holding Corporation
Amendment No. 1 to Registration Statement on Form S-1
Filed December 15, 2022
File No. 333-268503
Dear Eric Schlorff:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our December 5, 2022 letter.
Amendment No. 1 to Form S-1 filed December 15, 2022
Management's Discussion and Analysis of Financial Condition and Results of Operations
Overview, page 46
1.We note your revised disclosures in response to prior comment 8. Please further revise
your description of these agreements to update for the closing, including the amount that
you have paid under these agreements and the impact such payments have on your
available cash.
FirstName LastNameEric Schlorff
Comapany NameSeaStar Medical Holding Corporation
December 29, 2022 Page 2
FirstName LastName
Eric Schlorff
SeaStar Medical Holding Corporation
December 29, 2022
Page 2
Liquidity and Capital Resources, page 51
2.We note your revisions in response to our prior comment 9 and reissue in part.
Please discuss the effect that this offering may have on your ability to raise additional
capital.
Please contact Jordan Nimitz at 202-551-5831 or Dorrie Yale at 202-551-8776 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Industrial Applications and
Services
cc: Albert Lung, Esq.