Calidi Biotherapeutics, Inc. Files Amendment to S-1 Registration Statement

TL;DR

<b>Calidi Biotherapeutics, Inc. has filed an amendment to its S-1 registration statement, indicating preparations for a public offering.</b>

AI Summary

Calidi Biotherapeutics, Inc. (CLDWW) filed a Amended IPO Registration (S-1/A) with the SEC on April 2, 2024. Calidi Biotherapeutics, Inc. filed an S-1/A (Amendment No. 3) on April 2, 2024. The filing relates to a registration statement under the Securities Act of 1933. The company's principal executive offices are located at 4475 Executive Drive, Suite 200, San Diego, California 92121. Allan J. Camaisa is the Chief Executive Officer and Wendy Pizarro is the Chief Administrative Officer and Chief Legal Officer. The filing indicates the proposed sale of securities will commence as soon as practicable after the registration statement is declared effective.

Why It Matters

For investors and stakeholders tracking Calidi Biotherapeutics, Inc., this filing contains several important signals. This S-1/A filing signifies that Calidi Biotherapeutics is actively moving forward with its plans to offer securities to the public, which could provide capital for its operations and growth. The amendment suggests updates or clarifications to the initial registration statement, potentially addressing SEC comments or providing new information relevant to potential investors.

Risk Assessment

Risk Level: low — Calidi Biotherapeutics, Inc. shows low risk based on this filing. The filing is an amendment to a registration statement, which is a standard procedural step for companies planning to go public or conduct further offerings, and does not contain specific financial performance data or operational updates that would indicate immediate risk.

Analyst Insight

Monitor for the effectiveness of the registration statement and subsequent announcements regarding the public offering details, including the number of shares and pricing.

Key Numbers

• 333-276741 — SEC File Number (Registration statement number)
• 20240402 — Filing Date (Date of filing S-1/A)
• Amendment No. 3 — Amendment Number (Specific amendment to the registration statement)

Key Players & Entities

• Calidi Biotherapeutics, Inc. (company) — Registrant name
• Allan J. Camaisa (person) — Chief Executive Officer
• Wendy Pizarro (person) — Chief Administrative Officer and Chief Legal Officer
• Securities Act of 1933 (regulatory) — Act under which registration is filed
• Delaware (jurisdiction) — State of incorporation
• San Diego, California (location) — Business address

FAQ

Industry Context

Calidi Biotherapeutics operates in the biotechnology sector, focusing on the development of novel cell-based immunotherapies for cancer.

Regulatory Implications

The filing is made under the Securities Act of 1933, which governs the registration of securities offered to the public in the United States.

What Investors Should Do

1. Review the full S-1/A filing for detailed disclosures on the offering, business operations, and risk factors.
2. Track the SEC's review process and any further amendments or comments.
3. Monitor for the declaration of effectiveness of the registration statement and subsequent pricing and launch of the public offering.

Key Dates

• 2024-04-02: Filing of S-1/A Amendment No. 3 — Indicates progress in the registration process for a public offering.

Year-Over-Year Comparison

This is an amendment (S-1/A) to a previous filing, indicating updates or additions to the initial registration statement rather than a new company filing.

Key Financial Figures

• $2,000,000 — Form of Convertible Promissory Note ($2,000,000) (incorporated by reference to Exhibit
• $1,500,000 — Form of Convertible Promissory Note ($1,500,000) (incorporated by reference to Exhibit

Filing Documents

• forms-1a.htm (S-1/A) — 158KB
• ex5-1.htm (EX-5.1) — 24KB
• ex10-38.htm (EX-10.38) — 251KB
• ex23-1.htm (EX-23.1) — 5KB
• ex5-1_001.jpg (GRAPHIC) — 7KB
• 0001493152-24-012869.txt (&nbsp;) — 448KB

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Amendment No. 3 to registration statement on Form S-1 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of San Diego, California on April 2, 2024. CALIDI BIOTHERAPEUTICS, INC. By: /s/ Allan J. Camaisa Name: Allan J. Camaisa Title: Chief Executive Officer Pursuant to the requirements of the Securities Act of 1933, as amended, this Amendment No. 3 to registration statement on Form S-1 has been signed below by the following persons in the capacities indicated and on the dates indicated. Signature Title Date /s/ Allan J. Camaisa Chief Executive Officer and Chairman of the Board April 2, 2024 Allan J. Camaisa ( Principal Executive Officer ) /s/ Andrew Jackson Chief Financial Officer April 2, 2024 Andrew Jackson ( Principal Financial and Accounting Officer ) * Director April 2, 2024 George Ng * Director April 2, 2024 Alan Stewart * Director April 2, 2024 James Schoeneck * Director April 2, 2024 Scott Leftwich * Director April 2, 2024 David LaPre *By: /s/ Andrew Jackson Attorney-in Fact II-6

View Full Filing

View this S-1/A filing on SEC EDGAR