CLDIHIGH SIGNALFINANCIAL10-K

CLDI underwent a dramatic balance sheet restructuring with an 803% cash increase and 58% liability reduction, while simultaneously experiencing a 62% decline in outstanding shares and concerning escalation of operational risk language.

The massive reduction in outstanding shares from 28.5M to 10.9M combined with substantial cash infusion suggests either a major reverse stock split, debt-to-equity conversion, or significant dilutive financing event that materially altered the capital structure. The addition of "cease our operations altogether" to the funding risk language represents a meaningful escalation in management's assessment of going concern risks, despite the improved cash position.

Comparing 2026-03-27 vs 2025-03-31View on EDGAR →
FINANCIAL ANALYSIS

The company's financial position shows a paradoxical improvement with cash surging 803% to $9.6M and total liabilities falling 58% to $5.1M, suggesting successful debt restructuring or refinancing. However, total assets declined 38% and current assets fell 39%, indicating the cash increase came at the cost of other asset liquidation or significant dilution. Operating performance modestly improved with net losses narrowing 10% to $19.9M and SG&A expenses declining 19%, but the company continues burning substantial cash relative to its $9.6M position.

FINANCIAL STATEMENT CHANGES
Cash & Equivalents
Balance Sheet
+803.4%
$1.1M$9.6M

Cash position surged 803.4% — strong cash generation or capital raise providing significant financial cushion.

Stockholders Equity
Balance Sheet
+145%
$1.5M$3.8M

Equity base grew 145% — retained earnings accumulation or equity issuance strengthening the balance sheet.

Current Liabilities
Balance Sheet
-58.6%
$9.5M$3.9M

Current liabilities reduced — improved short-term financial position and working capital health.

Total Liabilities
Balance Sheet
-58.3%
$12.2M$5.1M

Liabilities reduced 58.3% — deleveraging improves balance sheet strength and financial flexibility.

Current Assets
Balance Sheet
-38.8%
$10.2M$6.3M

Current assets declined 38.8% — monitor working capital adequacy and short-term liquidity.

Total Assets
Balance Sheet
-37.5%
$14.2M$8.9M

Total assets contracted 37.5% — asset sales, write-downs, or balance sheet optimization underway.

SG&A Expense
P&L
-18.6%
$12.9M$10.5M

SG&A reduced 18.6% — improved cost efficiency or headcount reduction improving operating margins.

Net Income
P&L
+10.1%
-$22.1M-$19.9M

Net income grew 10.1% — bottom-line growth signals improving overall business health.

LANGUAGE CHANGES
NEW — 2026-03-27
PRIOR — 2025-03-31
ADDED
As of March 20, 2026, there were 10,895,725 shares of registrant s common stock outstanding, excluding 150,000 non-voting common stock held in escrow.
If we are unable to raise capital when needed, or if at all, we will be forced to delay, reduce or eliminate some of our product development programs or commercialization efforts , or cease our operations altogether.
Sponsor means First Light Acquisition Group, LLC, a Delaware series limited liability company.
3 SUMMARY OF RISK FACTORS The following is a summary of the principal factors that make an investment in our common stock speculative or risky.
This summary does not address every aspect of our risk factors, all of the risks that we face, or other factors not presently known to us or that we currently believe are immaterial.
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REMOVED
As of March 24, 2025, there were 28,467,580 shares of registrant s common stock outstanding, excluding 1,800,000 non-voting common stock held in escrow.
If we are unable to raise capital when needed, or if at all, we will be forced to delay, reduce or eliminate some of our product development programs or commercialization efforts.
Significant Calidi Holder means Allan Camaisa and/or Scott Leftwich; and Sponsor means First Light Acquisition Group, LLC, a Delaware series limited liability company.
PART I ITEM 1 BUSINESS Overview We are a clinical stage immuno-oncology company that is developing proprietary allogeneic stem cell-based and enveloped virus platforms to potentiate and deliver oncolytic viruses (vaccinia virus and adenovirus) and, potentially, other molecules to cancer patients.
We are currently developing two proprietary stem cell-based platforms and one enveloped vaccinia virus platform designed to protect the oncolytic virus, whether natural or engineered, from neutralization by the patient s immune defenses, allowing for greater infection of the tumor cells and leading to a potential improvement in the antitumor activity of oncolytic viruses over traditional naked oncolytic virus therapies.
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