First Light Acquisition Group (FLAG) Expands FPA for Calidi Deal
by Nicholas Alan Clayton on 2023-08-31 at 9:42am

First Light Acquisition Group, Inc. (NYSE:FLAG) announced in an 8-K this morning that it has brought additional funding to its combination with Calidi Therapeutics through a non-redemption agreement, forward purchase agreement (FPA) and PIPE.

The FPA is potentially the largest of these moves, covering up to 660,000 shares with investment from Great Point Capital, Funicular Funds and Marybeth Wooton. These investors have also agreed to purchase 45,714 shares for $5.25 per share through the PIPE, bringing in about $240,000 for the company.

As a third move, the trio will not redeem 205,714 shares and will be paid $1.08 million for opting to do so. This amount is equal to half of those shares’ value at First Light’s redemption price.

The SPAC has already secured shareholder approval for its $335 million combination combination with Calidi, which it initially announced in January. La Jolla, California-based Calidi Biotherapeutics is a clinical-stage immuno-oncology company with proprietary technology that delivers oncolytic viruses for targeted therapy against difficult-to-treat cancers.

Earlier this week, First Light announced it had come to a similar FPA and non-redemption agreement with Meteora Capital Partners, which would cover up to 340,000 shares and protect 129,524 from redemption. All of these FPA’s cap the respective investors’ shareholdings at 9.9% of the total float, but having a larger number of overall investors likely helps raise the floor in terms of shares First Light can include.

Like Meteora, these new investors have also also directed capital towards the combined company’s Calidi Cure subsidiary. Overall, the company has now raised $1.98 million through the sale of Series B preferred shares in Calidi Cure in parallel to these other efforts.

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