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CalciMedica signs loan agreement for up to $32.5 million, funds $10 million at close

Tickers CALC

The Avenue Venture Opportunities Fund II loan matures September 1, 2028 and carries a warrant for 641,163 shares at $2.32. CalciMedica says the first tranche extends its cash runway to the middle of 2026.

Key facts

Company
CalciMedica, Inc. (NASDAQ: CALC)
News type
Debt Financing
Primary source
CalciMedica, Inc. Form 8-K filed March 5, 2025 (SEC EDGAR)
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CalciMedica, Inc. (Nasdaq: CALC) said on March 5, 2025 that it signed a loan agreement for growth capital loans of up to $32,500,000 with Avenue Venture Opportunities Fund II, L.P., and received $10,000,000 at closing on February 28, 2025. The company reported the loan and a related warrant in a Form 8-K and a press release. Only the first tranche is funded. The rest depends on clinical milestones and other conditions.

Only the first tranche is funded

Avenue Capital Management II, L.P. is administrative agent and collateral agent. The loan comes in three parts. Tranche 1 is the $10,000,000 funded at closing. Tranche 2 is up to $7,500,000, available between September 1, 2025 and March 31, 2026 if CalciMedica reaches certain milestones in its ongoing clinical trials. Tranche 3 is up to $15,000,000, available between October 1, 2025 and March 31, 2026, subject to further trial milestones and to the lender's investment committee approval. The filings name no placement agent or underwriter for the loan.

Cost, security and warrant

The loan bears interest at the greater of 5.00% plus the prime rate reported in The Wall Street Journal and 12.75%. Interest-only payments run until the 18-month anniversary of closing, which can extend by six months. The loan matures on September 1, 2028 and is secured by a lien on all company assets, including intellectual property, subject to agreed exceptions. The company owes a final payment of 3.75% of the principal funded, due at maturity or on full prepayment. Prepaying costs 3.00% of outstanding principal through the first anniversary, 2.00% through the second and 1.00% after that. The loan agreement does not contain any minimum cash requirement or other financial covenant.

With the funding of Tranche 1, CalciMedica issued the lender a warrant to buy 641,163 shares of common stock at $2.32 per share. The warrant is exercisable until February 28, 2030, for cash or on a cashless "net issuance" basis. Upon a change of control, the lender would receive the warrant shares without paying the exercise price.

Dilution

The lender may convert up to $1,000,000 of principal before Tranche 2 is funded and up to another $1,000,000 after, at 120.00% of the $2.32 stock purchase price. Those conversions and the warrant would add shares for existing holders. The company's own 10-K warns that raising additional capital may cause dilution to stockholders.

Default and repayment

Events of default include insolvency, missed payments, a material adverse effect, and defaults under other agreements involving more than $250,000. After a default continues, the lender may demand repayment and act against the collateral. The commitment is not revolving.

Runway and the trial behind it

The company says the first tranche extends its cash runway to the middle of 2026. Rachel Leheny, Ph.D., Chief Executive Officer, said the runway lasts "beyond the KOURAGE readout based on our current enrollment projections." KOURAGE is a Phase 2 trial of Auxora in 150 patients with severe acute kidney injury and acute hypoxemic respiratory failure, with data expected in 2025. The company also plans a Phase 3 trial of Auxora in acute pancreatitis, which depends on discussions with the FDA that the company has not yet completed. Tranches 2 and 3 arrive only if further trial milestones are met.

The company's financial history is thin. Its 10-K, filed March 28, 2024, reports a net loss of $34,357 thousand for 2023, against $7,824 thousand for 2022. The same filing says the company has never generated any revenue from product sales and may never be profitable, and that it will need substantial additional funding to complete development.

Company and signatories

CalciMedica is a clinical-stage biopharmaceutical company based in La Jolla, California, developing products that inhibit calcium release-activated calcium (CRAC) channels. Its lead candidate, Auxora, contains the active compound zegocractin. Leheny signed the 8-K as Chief Executive Officer.

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