Calidi Biotherapeutics Files S-1/A Amendment

TL;DR

<b>Calidi Biotherapeutics, Inc. has filed an S-1/A amendment, providing updated financial and corporate information.</b>

AI Summary

Calidi Biotherapeutics, Inc. (CLDWW) filed a Amended IPO Registration (S-1/A) with the SEC on January 16, 2024. Calidi Biotherapeutics, Inc. filed an S-1/A amendment on January 16, 2024. The company was formerly known as First Light Acquisition Group, Inc., with a name change on April 6, 2021. Calidi Biotherapeutics operates in the Biological Products sector. The filing includes data for periods ending September 30, 2023, December 31, 2022, and December 31, 2021. The business address is 4475 Executive Drive, Suite 200, San Diego, CA 92121.

Why It Matters

For investors and stakeholders tracking Calidi Biotherapeutics, Inc., this filing contains several important signals. This amendment updates the company's registration statement, which is crucial for potential future stock offerings or significant corporate actions. The filing provides a snapshot of the company's financial position and structure as of late 2023, offering insights into its operational status.

Risk Assessment

Risk Level: low — Calidi Biotherapeutics, Inc. shows low risk based on this filing. The filing is an S-1/A amendment, which is a routine update to a registration statement and does not inherently indicate significant positive or negative developments.

Analyst Insight

Monitor future filings for details on any proposed stock offerings or significant business developments mentioned in this amendment.

Key Numbers

• 0001855485 — Central Index Key (Company identifier)
• 333-274885 — SEC File Number (SEC registration file number)
• 24533581 — Film Number (SEC film number)

Key Players & Entities

• Calidi Biotherapeutics, Inc. (company) — Filer name
• First Light Acquisition Group, Inc. (company) — Former company name
• San Diego (location) — Business address city
• CA (location) — Business address state
• 2024-01-16 (date) — Filing date
• 2021-04-06 (date) — Date of name change

Forward-Looking Statements

• Calidi Biotherapeutics will likely proceed with its public offering or listing, leveraging the updated financial disclosures. (Calidi Biotherapeutics, Inc.) — medium confidence, target: 2024-06-30

FAQ

Industry Context

Calidi Biotherapeutics operates in the biotechnology sector, specifically focusing on biological products.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities.

What Investors Should Do

1. Review the full S-1/A filing for detailed financial statements and disclosures.
2. Track future SEC filings from Calidi Biotherapeutics for updates on their business strategy and potential capital raises.
3. Research the company's product pipeline and clinical trial progress, if detailed in the filing.

Key Dates

• 2024-01-16: Filing Date — Amendment to S-1 registration statement filed.
• 2021-04-06: Name Change — Company changed name from First Light Acquisition Group, Inc.

Year-Over-Year Comparison

This is an amendment to a previous filing, indicating updates rather than a completely new submission.

Key Financial Figures

• $10.00 — tion for merger consideration valued at $10.00 per share; (ii) 2,378,588 shares are at
• $0.004 — by the holders thereof for the price of $0.004 per share; and (iv) 2,882,748 share are
• $4.34 — average purchase price of approximately $4.34 per share. In addition, we are register
• $5.25 — t were issued in a private placement at $5.25 per share in exchange for the cancellat
• $1.80 — as fees to certain directors valued at $1.80 per share representing the closing pric
• $11.50 — cement Warrants at an exercise price of $11.50 per share. Of the 23,301,960 shares o
• $1.46 — t the January 5, 2024, closing price of $1.46 per share, the holders thereof could ea
• $8.05 m — arn a potential profit of approximately $8.05 million, in the aggregate. Those purchase
• $1.50 — vate Placement Warrants") at a price of $1.50 per private placement warrant. The Publ
• $0.024 — Public Warrant was $1.46 per share and $0.024 per warrant, respectively. We are an "
• $0.0001 — s the shares of common stock, par value $0.0001 per share, of New Calidi following the

Filing Documents

• forms-1a.htm (S-1/A) — 6271KB
• ex23-1.htm (EX-23.1) — 4KB
• ex23-2.htm (EX-23.2) — 4KB
• forms-1_001.jpg (GRAPHIC) — 5KB
• forms-1_002.jpg (GRAPHIC) — 110KB
• forms-1_007.jpg (GRAPHIC) — 7KB
• 0001493152-24-002327.txt (&nbsp;) — 22065KB
• cldi-20230930.xsd (EX-101.SCH) — 116KB
• cldi-20230930_cal.xml (EX-101.CAL) — 82KB
• cldi-20230930_def.xml (EX-101.DEF) — 605KB
• cldi-20230930_lab.xml (EX-101.LAB) — 797KB
• cldi-20230930_pre.xml (EX-101.PRE) — 668KB
• forms-1a_htm.xml (XML) — 4057KB

USE OF PROCEEDS

USE OF PROCEEDS 63 MARKET INFORMATION FOR COMMON STOCK AND DIVIDEND POLICY 63

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 64

BUSINESS

BUSINESS 85 MANAGEMENT 122

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 129 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 146 PRINCIPAL SECURITYHOLDERS 154 SELLING SECURITYHOLDERS 156

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 161 PLAN OF DISTRIBUTION 168 LEGAL MATTERS 170 EXPERTS 170 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 171 WHERE YOU CAN FIND MORE INFORMATION 172 INDEX TO FINANCIAL STATEMENTS F-1 You should rely only on the information contained in this prospectus or any supplement to this prospectus or to which we have referred you. We have not authorized anyone to provide you with information that is different. Neither we nor the Selling Securityholders are making an offer to sell or soliciting an offer to buy these securities in any jurisdiction where the offer is not permitted. You should not assume that the information contained in this prospectus or any supplement to this prospectus is accurate as of any date other than the date on the front cover of those documents. Our business, financial condition, results of operations and future growth prospects may have changed since that date. For investors outside the United States: Neither we nor the Selling Securityholders have done anything that would permit this offering or possession or distribution of this prospectus in any jurisdiction where action for that purpose is required, other than in the United restrictions relating to, the offering of the securities and the distribution of this prospectus outside of the United States. i ABOUT THIS PROSPECTUS This prospectus is part of a registration statement on Form S-1 that we filed with the Securities and Exchange Commission (the "SEC") using the "shelf" registration process. Under this shelf registration process, the Selling Securityholders may, from time to time, sell or otherwise distribute the securities offered by them as described in this prospectus. We will not receive any proceeds from the sale by such Selling Securityholders of the securities of

View Full Filing

View this S-1/A filing on SEC EDGAR