Full Press Release Details
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for par value data)
| June 30, 2023 | December 31, 2022 | |||||||
| (Unaudited) | ||||||||
| ASSETS | ||||||||
| CURRENT ASSETS | ||||||||
| Cash | $ | 1,918 | $ | 372 | ||||
| Prepaid expenses and other current assets | 890 | 414 | ||||||
| Total current assets | 2,808 | 786 | ||||||
| NONCURRENT ASSETS | ||||||||
| Machinery and equipment, net | 1,156 | 887 | ||||||
| Operating lease right-of-use assets, net | 4,576 | 199 | ||||||
| Deferred financing costs and other noncurrent assets | 1,639 | 725 | ||||||
| TOTAL ASSETS | $ | 10,179 | $ | 2,597 | ||||
| LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS DEFICIT | ||||||||
| CURRENT LIABILITIES | ||||||||
| Accounts payable | $ | 596 | $ | 2,124 | ||||
| Related party accounts payable | 81 | 147 | ||||||
| Accrued expenses and other current liabilities | 6,284 | 5,142 | ||||||
| Related party accrued expenses and other current liabilities | 611 | 205 | ||||||
| Legal settlement liability | 520 | 640 | ||||||
| Loans payable, net of issuance costs | 1,000 | 1,000 | ||||||
| Term notes payable, net of discount, including accrued interest | 1,791 | 507 | ||||||
| Related party term notes payable, net of discount, including accrued interest | 4,102 | 1,962 | ||||||
| Related party convertible notes payable, including accrued interest | 842 | 804 | ||||||
| Related party contingently convertible notes payable, including contingently issuable warrants, at fair value | 1,629 | 1,152 | ||||||
| Simple agreements for future equity (SAFE), at fair value | 29,435 | 24,575 | ||||||
| Related party SAFE, at fair value | 5,082 | 4,615 | ||||||
| Related party Series B preferred stock liability, at fair value | 7,632 | |||||||
| Finance lease liability, current | 70 | 72 | ||||||
| Operating lease right-of-use liability, current | 956 | 44 | ||||||
| Total current liabilities | 60,631 | 42,989 | ||||||
| NONCURRENT LIABILITIES | ||||||||
| Operating lease right-of-use liability, noncurrent | 3,546 | 305 | ||||||
| Finance lease liability, noncurrent | 110 | 142 | ||||||
| TOTAL LIABILITIES | 64,287 | 43,436 | ||||||
| Commitments and contingencies (Note 13) | ||||||||
| CONVERTIBLE PREFERRED STOCK | ||||||||
| Founders convertible preferred stock, $0.0001 par value, 10,500 shares authorized; 10,402 shares issued and outstanding as of June 30, 2023 and December 31, 2022; liquidation preference of $2,080 as of June 30, 2023 and December 31, 2022 | 1,354 | 1,354 |
| Series A-1 convertible preferred stock, $0.0001 par value, 5,000 shares authorized as of June 30, 2023 and December 31, 2022; 4,316 shares issued and outstanding as of June 30, 2023 and December 31, 2022; liquidation preference of $4,316 as of June 30, 2023 and December 31, 2022 | 3,871 | 3,871 | ||||||
| Series A-2 convertible preferred stock, $0.0001 par value, 4,000 shares authorized as of June 30, 2023 and December 31, 2022; 2,545 shares issued and outstanding as of June 30, 2023 and December 31, 2022; liquidation preference of $4,454 as of June 30, 2023 and December 31, 2022 | 4,376 | 4,376 | ||||||
| STOCKHOLDERS DEFICIT | ||||||||
| Common stock, $0.0001 par value, 120,000 shares authorized; 21,150 and 20,622 shares issued and outstanding as of June 30, 2023 and December 31, 2022, respectively | 2 | 2 | ||||||
| Additional paid-in capital | 25,625 | 19,928 | ||||||
| Accumulated other comprehensive loss, net of tax | (17 | ) | (14 | ) | ||||
| Accumulated deficit | (89,319 | ) | (70,356 | ) | ||||
| Total stockholders deficit | (63,709 | ) | (50,440 | ) | ||||
| TOTAL LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS DEFICIT | $ | 10,179 | $ | 2,597 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
| Six Months Ended June 30, | ||||||||
| 2023 | 2022 | |||||||
| (Unaudited) | ||||||||
| REVENUE | ||||||||
| Service revenues | $ | $ | 45 | |||||
| OPERATING EXPENSES | ||||||||
| Cost of revenues | (14 | ) | ||||||
| Research and development | (5,799 | ) | (3,049 | ) | ||||
| General and administrative | (6,152 | ) | (8,436 | ) | ||||
| Total operating expenses | (11,951 | ) | (11,499 | ) | ||||
| Loss from operations | (11,951 | ) | (11,454 | ) | ||||
| OTHER INCOME (EXPENSES), NET | ||||||||
| Interest expense | (165 | ) | (19 | ) | ||||
| Interest expense related party | (358 | ) | (12 | ) | ||||
| Series B preferred stock financing costs related party | (2,680 | ) | ||||||
| Change in fair value of debt and other liabilities | (2,100 | ) | (675 | ) | ||||
| Change in fair value of debt and other liabilities related party | (3,260 | ) | (147 | ) | ||||
| Grant income | 1,580 | |||||||
| Other (expense) income, net | (21 | ) | 4 | |||||
| Total other expenses, net | (7,004 | ) | (849 | ) | ||||
| LOSS BEFORE INCOME TAXES | (18,955 | ) | (12,303 | ) | ||||
| Income tax provision | (8 | ) | (13 | ) | ||||
| NET LOSS | $ | (18,963 | ) | $ | (12,316 | ) | ||
| Net loss per share; basic and diluted | $ | (0.91 | ) | $ | (0.61 | ) | ||
| Weighted average common shares outstanding; basic and diluted | 20,940 | 20,276 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
| Six Months Ended June 30, | ||||||||
| 2023 | 2022 | |||||||
| (Unaudited) | ||||||||
| NET LOSS | $ | (18,963 | ) | $ | (12,316 | ) | ||
| Other comprehensive income (expense), net of tax: | ||||||||
| Foreign currency translation adjustment | (3 | ) | (17 | ) | ||||
| COMPREHENSIVE LOSS | $ | (18,966 | ) | $ | (12,333 | ) |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS DEFICIT
thousands, except share amounts)
| Founders Convertible Preferred Stock | Series A-1 Convertible Preferred Stock | Series A-2 Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Stockholders Deficit | |||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2022 | 10,402,285 | $ | 1,354 | 4,316,400 | $ | 3,871 | 2,544,883 | $ | 4,376 | 20,622,204 | $ | 2 | $ | 19,928 | $ | (14 | ) | $ | (70,356 | ) | $ | (50,440 | ) | |||||||||||||||||||||||||
| Issuance of common stock with term notes as interest paid in kind and other | 102,889 | 272 | 272 | |||||||||||||||||||||||||||||||||||||||||||||
| Exercise of stock options | 425,001 | 231 | 231 | |||||||||||||||||||||||||||||||||||||||||||||
| Series B preferred stock financing costs | 2,680 | 2,680 | ||||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | 2,514 | 2,514 | ||||||||||||||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustments | (3 | ) | (3 | ) | ||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (18,963 | ) | (18,963 | ) | ||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2023 | 10,402,285 | $ | 1,354 | 4,316,400 | $ | 3,871 | 2,544,883 | $ | 4,376 | 21,150,094 | $ | 2 | $ | 25,625 | $ | (17 | ) | $ | (89,319 | ) | $ | (63,709 | ) |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS DEFICIT
thousands, except share amounts)
| Founders Convertible Preferred Stock | Series A-1 Convertible Preferred Stock | Series A-2 Convertible Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total Stockholders Deficit | |||||||||||||||||||||||||||||||||||||||||
| Shares | Amount | Shares | Amount | Shares | Amount | Shares | Amount | |||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2021 | 10,402,285 | $ | 1,354 | 4,166,400 | $ | 3,721 | 2,287,740 | $ | 3,926 | 19,928,108 | $ | 2 | $ | 13,316 | $ | (1 | ) | $ | (44,929 | ) | $ | (31,612 | ) | |||||||||||||||||||||||||
| Issuance of preferred stock for conversion of related party convertible notes payable | 150,000 | 150 | 257,143 | 450 | ||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock in lieu of cash for consulting services | 131,000 | 158 | 158 | |||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock in lieu of cash for recruiting services | 4,000 | 7 | 7 | |||||||||||||||||||||||||||||||||||||||||||||
| Issuance of common stock in lieu of cash per settlement agreement | 250,000 | 1,621 | 1,621 | |||||||||||||||||||||||||||||||||||||||||||||
| Exercise of stock options | 263,646 | 114 | 114 | |||||||||||||||||||||||||||||||||||||||||||||
| Stock-based compensation | 2,402 | 2,402 | ||||||||||||||||||||||||||||||||||||||||||||||
| Foreign currency translation adjustments | (17 | ) | (17 | ) | ||||||||||||||||||||||||||||||||||||||||||||
| Net loss | (12,316 | ) | (12,316 | ) | ||||||||||||||||||||||||||||||||||||||||||||
| Balance at June 30, 2022 | 10,402,285 | $ | 1,354 | 4,316,400 | $ | 3,871 | 2,544,883 | $ | 4,376 | 20,576,754 | $ | 2 | $ | 17,618 | $ | (18 | ) | $ | (57,245 | ) | $ | (39,643 | ) |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
| Six Months Ended June 30, | ||||||||
| 2023 | 2022 | |||||||
| (Unaudited) | ||||||||
| CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
| Net loss | $ | (18,963 | ) | $ | (12,316 | ) | ||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation expense | 206 | 100 | ||||||
| Amortization of right of use assets | 341 | 3 | ||||||
| Amortization of debt discount and financing costs | 510 | |||||||
| Stock-based compensation | 2,514 | 2,402 | ||||||
| Change in fair value of debt and other liabilities | 5,360 | 822 | ||||||
| Series B preferred stock financing costs | 2,680 | |||||||
| Legal settlement with shares of common stock | 1,621 | |||||||
| Other | 12 | |||||||
| Changes in operating assets and liabilities: | ||||||||
| Prepaid expenses and other current assets | (565 | ) | 288 | |||||
| Accounts payable | (1,672 | ) | 1,299 | |||||
| Accrued expenses and other current liabilities | 1,488 | 706 | ||||||
| Operating lease right of use liability | (179 | ) | ||||||
| Net cash used in operating activities | (8,280 | ) | (5,063 | ) | ||||
| CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
| Purchases of machinery and equipment | (443 | ) | (200 | ) | ||||
| Security deposits, net | 63 | |||||||
| Net cash used in investing activities | (380 | ) | (200 | ) | ||||
| CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
| Proceeds from exercise of stock options | 231 | 114 | ||||||
| Related party proceeds from issuance of Series B preferred stock | 5,150 | |||||||
| Proceeds from simple agreements for future equity (SAFE) | 2,760 | 4,050 | ||||||
| Related party proceeds from SAFE | 500 | |||||||
| Proceeds from issuance of term notes payable | 1,250 | |||||||
| Related party proceeds from issuance of term notes payable | 2,000 | |||||||
| Repayment of principal on loan payable to bank | (38 | ) | ||||||
| Repayment of financing lease obligations | (36 | ) | (50 | ) | ||||
| Payment of deferred financing costs | (989 | ) | (1,064 | ) | ||||
| Net cash provided by financing activities | 10,366 | 3,512 | ||||||
| Effect of exchange rate changes on cash | (10 | ) | (16 | ) | ||||
| NET INCREASE (DECREASE) IN CASH AND RESTRICTED CASH | 1,696 | (1,767 | ) | |||||
| CASH AND RESTRICTED CASH BALANCE: | ||||||||
| At beginning of the period | 590 | 2,237 | ||||||
| At end of the period | $ | 2,286 | $ | 470 | ||||
| SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION | ||||||||
| Cash paid for interest | $ | 23 | $ | 18 | ||||
| Cash paid for income taxes | $ | 8 | $ | 13 | ||||
| SUPPLEMENTAL SCHEDULE OF NONCASH FINANCING AND INVESTING ACTIVITIES | ||||||||
| Issuance of common stock in lieu of cash for services | $ | $ | 166 | |||||
| Issuance of common stock with term notes as interest paid in kind and other | $ | 272 | $ | |||||
| Deferred financing fees included in accounts payable and accrued liabilities | $ | 154 | $ | 733 | ||||
| Issuance of preferred stock upon conversion of related party convertible notes payable | $ | $ | 600 | |||||
| Purchase of equipment included in accounts payable and accrued liabilities | $ | 26 | $ | 112 | ||||
| Issuance of SAFE in lieu of cash for advisory services | $ | 166 | $ | 75 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
CALIDI BIOTHERAPEUTICS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Description of the Business, the Proposed Merger and Liquidity
Calidi Biotherapeutics, Inc. ( Calidi ), founded in 2014 and
reincorporated in the state of Nevada in 2019, is a clinical stage immuno-oncology company developing and commercialization novel stem cell-based platforms for delivery and potentiation of oncolytic viruses for the treatment of cancer. Calidi is
developing a pipeline of off-the-shelf allogeneic cell product candidates that are designed to: (i) protect oncolytic viruses from complement inactivation and
innate immune cell inactivation by the body s immune system; (ii) support oncolytic viral amplification in the allogeneic cells, and (iii) modify the tumor microenvironment to facilitate tumor cell targeting and viral amplification at
the tumor sites for an extended period of time, potentially leading to an improved cancer therapy. Calidi s most advanced product candidates are discussed below.
CLD-101 (NeuroNova Platform) for newly
diagnosed High Grade Glioma ( HGG ) (also referred to as NNV1 as to the indication) is composed of an immortalized neural stem cell line loaded with an engineered oncolytic adeno virus for the treatment of HGG. NNV1 is a
licensed program from Northwestern University ( Northwestern ) which Calidi obtained the rights for commercialization in June 2021 (see Note 13). A phase I clinical trial for NNV1 in patients with newly diagnosed high-grade gliomas was
completed by Northwestern in June 2021.
CLD-101 for recurrent HGG (also referred to as
NNV2 as to the recurrent HGG indication) is a licensed program under development for patents covering cancer therapies using an oncolytic adenovirus in combination with a clinical grade allogeneic neural stem cell line for recurrent HGG.
Calidi licensed this product candidate in July 2021 pursuant to an agreement with City of Hope for the commercial development of NNV2 (see Note 13).
CLD-201 (SuperNova ) for advanced solid
tumors (also referred to as SNV1 ), composed of allogeneic adipose-derived mesenchymal stem cells (AD-MSC) loaded with the tumor selective oncolytic vaccinia virus Calidi refers to as
CAL1 . SNV1 is an internally developed product candidate for which Calidi s primary indications are for the treatment of head and neck cancer, triple-negative breast cancer and melanoma, although additional indications are also being
Calidi is also developing engineered oncolytic vaccinia virus constructs as well as allogeneic cell-based platforms with
improved systemic anti-tumor immunity in the exploratory stages of development.
Calidi s operations to date have focused on
organization and staffing, business planning, raising capital, licensing, acquiring and developing technology, establishing intellectual property portfolio, identifying potential product candidates and undertaking preclinical studies, process
development and procuring manufacturing for preclinical and clinical trials. Calidi s product candidates are subject to long development cycles and Calidi may be unsuccessful in its efforts to develop, obtain regulatory approval for or market
its product candidates.
Calidi is subject to risks and uncertainties common to early-stage companies in the biotechnology industry,
including, but not limited to, possible failure of preclinical studies or clinical trials, the need to obtain marketing approval for its product candidates, development by competitors of new technological innovations, dependence on key personnel,
protection of proprietary technology, compliance with government regulations, the need to successfully commercialize and gain market acceptance of any of Calidi s products that are approved and the ability to secure additional capital to fund
operations. Product candidates currently under development will require significant additional research and development efforts, including extensive preclinical and clinical testing, and regulatory approval prior to commercialization. These efforts
require significant amounts of additional capital, adequate personnel and infrastructure, and extensive compliance-reporting capabilities. Even if Calidi s drug development efforts are successful, it is uncertain when, if ever, Calidi will
realize significant revenue from product sales.
Agreement and Plan of Merger with First Light Acquisition Group, Inc.
On January 9, 2023, First Light Acquisition Group, Inc., a Delaware corporation ( FLAG ), entered into an Agreement and Plan of
Merger (the Merger Agreement ), by and among FLAG, FLAG Merger Sub, Inc., a Nevada corporation and a direct, wholly owned subsidiary of FLAG ( Merger Sub ), and Calidi, First Light Acquisition Group, LLC, in the capacity as the
representative of the stockholders of FLAG (the Sponsor ) and Allan Camaisa, in the capacity as the representative of the stockholders to Calidi.
Pursuant to the Merger Agreement, subject to the terms and conditions set forth therein, (i) upon the consummation of the transactions
contemplated by the Merger Agreement (the Closing ), Merger Sub will merge with and into Calidi (the Merger and, together with the other transactions contemplated by the Merger Agreement, the Transactions ), with
Calidi continuing as the surviving corporation in the Merger. In the Merger, (i) all shares of Calidi common stock (together, Calidi Stock ) issued and outstanding immediately prior to the Closing will be converted into the right to
receive the Merger Consideration (as defined below); and (ii) each outstanding option to acquire shares of Calidi common stock (whether vested or unvested) will be assumed by FLAG and automatically converted into an option to acquire shares of
FLAG common stock, with its price and number of shares equitably adjusted based on the conversion ratio of the shares of Calidi common stock into the Merger Consideration.
The Merger is expected to be accounted for as a reverse recapitalization, with no goodwill or other intangible assets recorded, in accordance
with GAAP. Under this method of accounting, FLAG will be treated as the accounting acquiree and Calidi as the accounting acquirer for financial reporting purposes.
On September 12, 2023, the Closing of the FLAG Merger was completed as further discussed in Note 14.
Previous Agreement and Plan of Merger with Edoc Acquisition Corp. and other Investors
On February 2, 2022, Edoc Acquisition Corp., a Cayman Islands corporation (together with its successors, Edoc ), entered into an
Agreement and Plan of Merger (the Edoc Merger Agreement ) with Edoc Merger Sub Inc., a Nevada corporation and newly formed wholly-owned subsidiary of Edoc ( Merger Sub ), American Physicians LLC, a Delaware limited liability
company ( Sponsor ) (the Effective Date ) with Calidi.
On August 11, 2022, the previously announced Edoc Merger
Agreement was terminated by Calidi effective as of that date.
In accordance with the Financial Accounting Standards Board ( FASB ) Accounting Standards Update ( ASU ) 2014-15, Disclosure of Uncertainties about an Entity s Ability to Continue as a Going Concern (Subtopic 205-40), Calidi has evaluated whether there are conditions
and events, considered in the aggregate, that raise substantial doubt about Calidi s ability to continue as a going concern within one year after the date that the unaudited condensed consolidated financial statements are issued.
Calidi has incurred recurring negative cash flows since inception and has funded its
operations to date primarily through private sales of convertible preferred stock, contingently convertible and convertible promissory notes, Simple Agreements for Future Equity ( SAFE ) instruments and common stock. These investments have
been made by various related parties, including AJC Capital LLC ( AJC Capital ) (Mr. Allan J. Camaisa, Chief Executive Officer and Chairman of the Board of Directors of Calidi), who remains the single largest investor and
shareholder in Calidi (see Note 6). Calidi expects to continue to incur significant expenses and operating losses for the foreseeable future.
As of September 18, 2023, the issuance date of these unaudited condensed consolidated financial statements for the six months ended
June 30, 2023, Calidi expects its current cash on hand will not be sufficient to fund the operating expenses and capital expenditure requirements necessary to advance its research efforts and clinical trials for one year from the issuance date
of these unaudited condensed consolidated financial statements. Calidi will need to obtain additional funding. The availability of financing and Calidi s ability to operate may also be adversely impacted by the ongoing COVID-19 pandemic which could continue to depress national and international economies and disrupt capital markets, supply chains, and many aspects of Calidi s operations. The extent to which the ongoing COVID-19 pandemic will ultimately impact Calidi s business, results of operations, financial condition, or cash flows is highly uncertain and difficult to predict because it will depend on many factors that are
outside Calidi s control. The unavailability or inadequacy of financing to meet future capital needs could force Calidi to modify, curtail, delay, or suspend some or all aspects of planned operations. Sales of additional equity securities could
result in the dilution of the interests of its stockholders. Calidi intends to mitigate the conditions and events that raise substantial doubt about its ability to continue as a going concern entity by (i) seeking additional cash equity or debt
financing including continuing to raise funds under its Equity Line of Credit as necessary (see Note 14) and, (ii) continue to pursue licensing or other revenue opportunities utilizing its cell delivery platform, all in conjunction with the
development of its product candidates and programs and development milestones disclosed elsewhere in these consolidated financial statement footnotes. However, there can be no assurances that the current plans will generate any liquidity to Calidi
or be available on terms acceptable to Calidi, or if at all. If Calidi is unable to obtain sufficient funding, it could be required to suspend or delay its development efforts, limit activities and reduce research and development costs, which could
adversely affect its business prospects.
Based on Calidi s recurring losses and negative cash flows from operations since inception,
expectation of continuing operating losses and negative cash flows from operations for the foreseeable future, and the need to raise additional capital to finance its future operations, Calidi s management concluded that there is substantial
doubt about Calidi s ability to continue as a going concern within one year after the issuance date of the unaudited condensed consolidated financial statements presented herein. The accompanying unaudited condensed consolidated financial
statements do not include any adjustments that might result from the outcome of this uncertainty. Accordingly, the unaudited condensed consolidated financial statements have been prepared on a basis that assumes Calidi will continue as a going
concern which contemplates the realization of assets and satisfaction of liabilities and commitments in the ordinary course of business.
COVID-19 impact and other risks and uncertainties
The ongoing global outbreak of COVID-19, including the different variant strains that have emerged, and the various attempts throughout the world to contain it, have created significant volatility, uncertainty and disruption. In response to
government directives and guidelines, health care advisories and employee and other concerns, Calidi has altered certain aspects of its operations. A number of Calidi employees have had to work remotely from home and those on site have had to follow