Calidi Biotherapeutics Files S-1/A Amendment

TL;DR

<b>Calidi Biotherapeutics, Inc. has filed an S-1/A amendment, updating its registration statement.</b>

AI Summary

Calidi Biotherapeutics, Inc. (CLDWW) filed a Amended IPO Registration (S-1/A) with the SEC on April 15, 2024. Calidi Biotherapeutics, Inc. filed an S-1/A amendment on April 15, 2024. The company was formerly known as First Light Acquisition Group, Inc. and changed its name on April 6, 2021. The filing is related to the Securities Act of 1933. Calidi Biotherapeutics is incorporated in Delaware and operates in the Biological Products sector. The company's fiscal year ends on December 31.

Why It Matters

For investors and stakeholders tracking Calidi Biotherapeutics, Inc., this filing contains several important signals. This S-1/A filing is a routine update to a previously filed registration statement, indicating ongoing efforts to comply with SEC regulations or potentially prepare for future offerings or significant corporate actions. The former name and name change date provide historical context for the company's evolution, which can be relevant for investors tracking its corporate identity and strategic shifts.

Risk Assessment

Risk Level: low — Calidi Biotherapeutics, Inc. shows low risk based on this filing. The filing is an S-1/A, which is an amendment to a registration statement, suggesting it's an update rather than a new offering or significant event, thus posing low immediate risk.

Analyst Insight

Monitor future filings for details on any proposed offerings or corporate actions indicated by this S-1/A amendment.

Key Numbers

• 2024-04-15 — Filing Date (S-1/A filing date)
• 2021-04-06 — Name Change Date (Former company name change date)
• 1231 — Fiscal Year End (Company's fiscal year end)

Key Players & Entities

• Calidi Biotherapeutics, Inc. (company) — Filer name
• First Light Acquisition Group, Inc. (company) — Former company name
• 20210406 (date) — Date of name change
• 1933 Act (regulator) — SEC Act
• DE (jurisdiction) — State of incorporation
• 2836 (industry_code) — Standard Industrial Classification
• 862967193 (tax_id) — IRS Number
• 2024-04-15 (date) — Filing date

FAQ

Industry Context

Calidi Biotherapeutics operates in the biological products sector, focusing on the development of novel cancer immunotherapies.

Regulatory Implications

The S-1/A 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 specific details on amendments and disclosures.
2. Track future SEC filings from Calidi Biotherapeutics for any material updates.
3. Research the company's business and financial performance in the biotechnology sector.

Key Dates

• 2024-04-15: S-1/A Filing — Amendment to registration statement filed by Calidi Biotherapeutics, Inc.
• 2021-04-06: Name Change — Calidi Biotherapeutics, Inc. changed its name from First Light Acquisition Group, Inc.

Year-Over-Year Comparison

This is an amendment (S-1/A) to a previous filing, indicating an update to existing information rather than a new initial filing.

Key Financial Figures

• $0.69 — ase price for each Common Stock Unit is $0.69 (equal to the last sale price of our co
• $0.001 — of common stock at an exercise price of $0.001 per share of common stock. The public o
• $1.6 million — est in purchasing up to an aggregate of $1.6 million of the securities being sold in this of
• $0.08 — Public Warrant was $0.69 per share and $0.08 per warrant, respectively. There is no
• $125,000 — t-of-pocket expenses in an amount up to $125,000. In addition, we have agreed to issue t

Filing Documents

• forms-1a.htm (S-1/A) — 4211KB
• ex4-6.htm (EX-4.6) — 138KB
• ex4-7.htm (EX-4.7) — 143KB
• ex4-10.htm (EX-4.10) — 141KB
• ex4-11.htm (EX-4.11) — 136KB
• ex4-12.htm (EX-4.12) — 136KB
• ex10-38.htm (EX-10.38) — 293KB
• ex10-49.htm (EX-10.49) — 18KB
• ex10-50.htm (EX-10.50) — 141KB
• ex10-51.htm (EX-10.51) — 19KB
• ex23-1.htm (EX-23.1) — 4KB
• forms-1_001.jpg (GRAPHIC) — 5KB
• forms-1a_001.jpg (GRAPHIC) — 68KB
• forms-1a_002.jpg (GRAPHIC) — 68KB
• 0001493152-24-014529.txt (&nbsp;) — 16818KB
• cldi-20231231.xsd (EX-101.SCH) — 110KB
• cldi-20231231_cal.xml (EX-101.CAL) — 97KB
• cldi-20231231_def.xml (EX-101.DEF) — 546KB
• cldi-20231231_lab.xml (EX-101.LAB) — 781KB
• cldi-20231231_pre.xml (EX-101.PRE) — 615KB
• forms-1a_htm.xml (XML) — 2196KB

USE OF PROCEEDS

USE OF PROCEEDS 76 MARKET INFORMATION FOR COMMON STOCK AND DIVIDEND POLICY 76 CAPITALIZATION 77

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

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 81

BUSINESS

BUSINESS 100 MANAGEMENT 136

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 143 CERTAIN RELATIONSHIPS AND RELATED PERSON TRANSACTIONS 162 PRINCIPAL SECURITYHOLDERS 170

DESCRIPTION OF SECURITIES

DESCRIPTION OF SECURITIES 172 DESCRIPTION OF UNITS 179 PLAN OF DISTRIBUTION 182 LEGAL MATTERS 184 EXPERTS 184 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 184 WHERE YOU CAN FIND MORE INFORMATION 186 INDEX TO FINANCIAL STATEMENTS F-1 i ABOUT THIS PROSPECTUS Neither we nor the placement agent have authorized anyone to provide you with any information or to make any representations other than that contained in this prospectus or in any free writing prospectus we may authorize to be delivered or made available to you. We take no responsibility for, and can provide no assurance as to the reliability of, any other information that others may give you. Neither we nor the placement agent are making an offer to sell securities in any jurisdiction in which the offer or sale is not permitted. The information in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or of any sale of our shares of common stock and the information in any free writing prospectus that we may provide to you in connection with this offering is accurate only as of the date of that free writing prospectus. Our business, financial condition, results of operations and prospects may have changed since those dates. You should rely only on the information contained in this prospectus and any free writing prospectus prepared by or on behalf of us or to which we have referred you. We or the placement agent have not authorized anyone to provide you with information that is different. We and the placement agent are offering to sell the common stock, Pre-Funded Warrants and Common Warrants, only in jurisdictions where offers and sales are permitted. The information in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus or any sale of the common stock, Pre-Funded Warrants and Common Warrants. For investors

forward-looking statements made by us in this prospectus speak only as of the date of this

forward-looking statements made by us in this prospectus speak only as of the date of this prospectus. Except to the extent required under the federal securities laws and rules and regulations of the SEC, we disclaim any obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events. In light of these risks and uncertainties, there is no assurance that the events or results suggested by the f

View Full Filing

View this S-1/A filing on SEC EDGAR