Scilex Holding Co (SCLX): debt financing — Scilex enters $25M convertible debenture financing with Yorkville for pain product launch

Scilex Holding Co

Up to $25M in convertible debentures issued in three tranches: $10M funded, $7.5M upon SEC filing, $7.5M upon effectiveness.
7.00% annual interest, matures Dec. 21, 2023; conversion at $8.00/share subject to one-time VWAP reset after 60 days.
Proceeds to boost commercialization of ZTlido, Gloperba, and ELYXYB for non-opioid pain management.
Conversion capped at 4.99% beneficial ownership (waivable) and 19.9% of outstanding shares unless stockholder approval obtained.
Registration rights granted for resale of underlying common shares; first $10M tranche closed simultaneously.

item 1.01 item 2.03 item 3.02 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.95

Scilex Holding Co incurred convertible notes of up to $25,000,000 with YA II PN, Ltd. at annual rate of 7.00% maturing December 21, 2023.

Instrument: convertible notes
Principal: up to $25,000,000
Counterparty: YA II PN, Ltd.
Rate: annual rate of 7.00%
Maturity: December 21, 2023
Event: incurrence

Exact text from the filing

On March 21, 2023 (the “Agreement Date”), Scilex Holding Company (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with YA II PN, Ltd. (“Yorkville”), in connection with the issuance and sale by the Company, from time to time, of convertible debentures in a principal amount of up to $25,000,000 (the “Convertible Debentures”).

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

Scilex Holding Co entered into Purchase Agreement with YA II PN, Ltd. ("Yorkville") valued at up to $25,000,000 (effective 2023-03-21).

Action: entry
Agreement: notes offering
Counterparty: YA II PN, Ltd. ("Yorkville")
Value: up to $25,000,000
Effective: 2023-03-21

Exact text from the filing

On March 21, 2023 (the "Agreement Date"), Scilex Holding Company (the "Company") entered into a securities purchase agreement (the "Purchase Agreement") with YA II PN, Ltd. ("Yorkville"), in connection with the issuance and sale by the Company, from time to time, of convertible debentures in a principal amount of up to $25,000,000 (the "Convertible Debentures").

View on SEC.gov

10 debt financings filed in the last 30 days. Browse all debt financings →

Scilex Holding Co filing history →

Source: SEC EDGAR

accession 0001193125-23-075731

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