{"schema_version":"secwatch.filing_event.v1","accession":"0001193125-25-321928","form_type":"8-K","ticker":"SCLX","cik":"0001820190","company_name":"Scilex Holding Co","filed_at":"2025-12-17T23:59:59+00:00","discovered_at":"2026-05-14T18:02:40.604478+00:00","generated_at":"2026-05-16T12:56:31.788988+00:00","sec_items":["1.01","2.03","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Scilex subsidiary enters $100M non-recourse loan secured by SCLX pledge","bullets":["Up to $100M in tranches at lender's sole discretion; interest at 12-month SOFR.","Maturity 8 years from first tranche, extendable by up to 12 months; 0.25% upfront fee per tranche.","Loan secured by pledge of 70% of principal amount in SCLX common stock held by subsidiary.","Events of default include >20% stock price drop, trading volume decline, or delisting; uncured defaults increase interest by 5% and allow foreclosure.","No prepayment allowed within first 20 months except as per terms; proceeds not specified."],"urls":{"canonical":"https://secwatch.observer/filing/0001193125-25-321928","json":"https://secwatch.observer/filing/0001193125-25-321928.json","markdown":"https://secwatch.observer/filing/0001193125-25-321928.md","text":"https://secwatch.observer/filing/0001193125-25-321928.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1820190/000119312525321928/0001193125-25-321928-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1820190/000119312525321928/sclx-20251216.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-05-16T12:56:31.788988+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"6a50d19322f0f8e1b02eca36075edf9cc688c5a7","claim":"Scilex Holding Co incurred loan of up to $100 million with The St. James Bank & Trust Company Ltd. at the 12-month Secured Overnight Financing Rate maturing the eighth anniversary of the closing date of the first tranche of the Loan.","evidence_excerpt":"On December 16, 2025, SCLX Stock Acquisition JV LLC (“SCLX JV”), a wholly-owned subsidiary of Scilex Holding Company (the “Company”), entered into a Non-Recourse Loan and Securities Pledge Agreement (the “Loan Agreement”) with The St. James Bank & Trust Company Ltd., a corporation existing under the laws of the Bahamas (the “Lender”), pursuant to which the Lender agreed to loan SCLX JV an aggregate principal amount of up to $100 million in one or more tranches (the “Loan”).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1820190/000119312525321928/0001193125-25-321928-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"loan"},{"label":"Principal","value":"up to $100 million"},{"label":"Counterparty","value":"The St. James Bank & Trust Company Ltd."},{"label":"Rate","value":"the 12-month Secured Overnight Financing Rate"},{"label":"Maturity","value":"the eighth anniversary of the closing date of the first tranche of the Loan"},{"label":"Event","value":"incurrence"}]}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}