SANUWAVE Health, Inc.

This proxy statement may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements relating to future financial results, production expectations and constraints, plans for future business development activities and the proposed Reverse Stock Split and Note and Warrant (each as defined below) exchange. Forward-looking statements include all statements that are not statements of historical fact regarding intent, belief or current expectations of the Company, its directors or its officers. Investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, many of which are beyond our ability to control. Actual results may differ materially from those projected in the forward-looking statements. Among the key risks, assumptions and factors that may affect operating results, performance, financial condition and our ability to consummate the Reverse Stock Split and Note and Warrant exchange are risks associated with supply chain and production constraints, regulatory oversight, our ability to manage our capital resource issues, competition, our ability to obtain stockholder approval for the Reverse Stock Split and the other factors discussed in detail in our periodic filings with the SEC. We undertake no obligation to update any forward-looking statement.