Oramed restructures Scilex acquisition; enters non-binding term sheets for Securities Transfer by Sept 19

ORAMED PHARMACEUTICALS INC.

Scilex declared winning bidder for its own securities from Sorrento; aggregate consideration ~$110M plus ~$12.25M legal fee assumption.
Two paths: Hudson Bay funds $115M (Option 1) or Scilex assumes Oramed's Senior DIP Loan and Oramed gets secured Note (Option 2).
If Option 2, Oramed receives 13M warrants at $0.01/sh and 4M warrants at $11.50/sh in Scilex stock; board observer right.
Closing expected Sept 19, 2023; Bankruptcy Court approved term sheets on Sept 12.
Upon closing, Oramed and Sorrento terminate Stock Purchase Agreement and release all claims.

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