Scilex amends $500M standby equity purchase agreement with Yorkville

Scilex Holding Co

Amended agreement dated Feb 8, 2023 replaces original Nov 17, 2022 standby equity purchase agreement with YA II PN, Ltd. (Yorkville).
Company retains right to sell up to $500M of common stock to Yorkville at 98% of same-day VWAP; no mandatory draws or non-usage fees.
Yorkville's ownership capped at 4.99%; exchange cap of 19.9% of shares outstanding as of original agreement date, unless minimum price condition met.
No advances made under original or amended agreement; initial registration statement on Form S-1 declared effective Dec 9, 2022.
Securities issued in reliance on Section 4(a)(2) exemption for unregistered sales to accredited investor.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Scilex Holding Co amended Amended and Restated Standby Equity Purchase Agreement with YA II PN, LTD. valued at up to $500,000,000 (effective 2023-02-08).

Action: amendment
Agreement: equity purchase
Counterparty: YA II PN, LTD.
Value: up to $500,000,000
Effective: 2023-02-08

Exact text from the filing

On February 8, 2023, the Company entered into an Amended and Restated Standby Equity Purchase Agreement with Yorkville (the “Amended and Restated Purchase Agreement”), amending, restating and superseding the Original Purchase Agreement.

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Source: SEC EDGAR

accession 0001193125-23-030002

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