CalciMedica, Inc. 8-K

What Happened

• CalciMedica, Inc. announced a First Amendment to its Loan Documents with Avenue Venture Opportunities Fund II, L.P. and Avenue Capital Management II, L.P., filed June 23, 2026. The aggregate principal outstanding under the loan remains $10,000,000.
• The amendment extends the interest‑only period by one year (from Sept. 30, 2026 to Sept. 30, 2027) and moves the start of amortization to Oct. 1, 2027. The loan maturity date was extended one year to Sept. 1, 2029.
• The lender’s conversion feature was expanded: the lender may now (in its discretion) convert up to $3,000,000 of principal into common stock or pre‑funded warrants (previously $1,000,000). The company also issued a new First Amendment Warrant to the lender for 1,000,000 shares at a $1.00 exercise price.

Key Details

• Loan principal outstanding: $10,000,000. Interest‑only period extended to 9/30/2027; maturity extended to 9/1/2029.
• Final payment fee increased by $200,000, payable on maturity or prepayment.
• Conversion rights: lender may convert up to $3,000,000 of principal into common stock or pre‑funded warrants; pre‑funded warrants have a $0.0001 exercise price and are immediately exercisable.
• Company granted a Put Option to require lender conversion (not more than once per calendar month) up to 20% of average daily trading volume if the 15‑day VWAP before conversion is at least 50% above the conversion price. Conversion exercises are subject to a beneficial‑ownership cap (not to exceed 19.99%).
• Existing Warrant amended: exercise price reduced from $2.32 to $1.00 for the previously issued 641,163‑share warrant. New First Amendment Warrant: 1,000,000 shares at $1.00, exercisable through June 23, 2031; change‑of‑control provision allows stock delivery without payment.

Why It Matters

• The amendment gives CalciMedica short‑term cash relief and flexibility by delaying amortization and extending maturity, which can help near‑term liquidity and reduce near‑term cash interest burden.
• At the same time, the expanded conversion rights, reduced warrant exercise prices and new warrants increase the potential for equity dilution if the lender converts principal or exercises warrants. Beneficial‑ownership limits apply, but conversion and warrant features are material considerations for existing shareholders.
• Investors should weigh improved debt terms and runway benefits against the increased potential for dilution and the additional $200,000 final payment fee disclosed in the filing.