Source-grounded facts extracted from Scilex Holding Co's SEC 8-K filings across all families, newest first. Each cites a verbatim SEC excerpt.
David Lemus resigned as Director at Scilex Holding Co.
“On August 28, 2023, each of Dorman Followwill and David Lemus notified the Board that he was resigning from the Board, all committees of the Board and any director or officer position held with any subsidiary of the Company, effective as of and contingent upon the closing of the Oramed Transaction.”
Dorman Followwill resigned as Director at Scilex Holding Co.
“On August 28, 2023, each of Dorman Followwill and David Lemus notified the Board that he was resigning from the Board, all committees of the Board and any director or officer position held with any subsidiary of the Company, effective as of and contingent upon the closing of the Oramed Transaction.”
Laura J. Hamill resigned as Director at Scilex Holding Co.
“On August 27, 2023, Laura J. Hamill notified the Board that she was resigning from the Board, all committees of the Board and any director or officer position held with any subsidiary of the Company effective as of and contingent upon the closing of the Oramed Transaction.”
Jaisim Shah retired as Chief Executive Officer and President at Scilex Holding Co.
“On August 29, 2023, Jaisim Shah notified the Board that he was retiring from the Board, all committees of the Board, his position as the Chief Executive Officer and President of the Company and any position as a director or officer of any subsidiary of the Company, effective as of and contingent upon the closing of the Oramed Transaction.”
Henry Ji resigned as Executive Officer at Scilex Holding Co.
“On August 27, 2023, Dr. Ji notified the Board that he was resigning from his position as an executive officer of the Company and any position as a director or officer of any subsidiary of the Company, effective as of and contingent upon the closing of the Oramed Transaction.”
Henry Ji was removed as Director at Scilex Holding Co.
“On August 27, 2023, Henry Ji, Ph.D. was informed that, pursuant to Article V.E. of the Company’s Restated Certificate of Incorporation, the chief restructuring officer on behalf of Sorrento in its pending bankruptcy proceedings, as the holder of a majority in voting power of the then-outstanding shares of stock of the Company entitled to vote generally in the election of directors, had taken action by written consent to remove Dr. Ji as a director of the Company, effective as of such date.”
Tien-Li Lee resigned as Director at Scilex Holding Co.
“On August 27, 2023, Tien-Li Lee, M.D. notified the Board of Directors (the “Board”) of the Company that he was resigning from the Board, all committees of the Board and any director or officer position held with any subsidiary of the Company, effective as of August 27, 2023.”
Scilex Holding Co entered into Subordination Agreement with JMB Capital Partners Lending, LLC (the Senior DIP Lender) (effective 2023-07-05).
“In connection with the Junior DIP Term Sheet, the Company entered into the Subordination Agreement with the Senior DIP Lender, which specifies that the Junior DIP Facility is subordinated in right of payment and security to the Senior DIP Facility as more fully set forth therein.”
Scilex Holding Co entered into Junior DIP Term Sheet with Sorrento Therapeutics, Inc. and Scintilla Pharmaceuticals, Inc. (the Debtors) valued at $20,000,000 (effective 2023-07-05).
“On July 5, 2023, the Company and the Debtors executed that certain Debtor-in-Possession Term Loan Facility Summary of Terms and Conditions (the “Junior DIP Term Sheet”), pursuant to which the Company (or its designees or its assignees) will provide the Debtors with a non-amortizing super-priority junior secured term loan facility in an aggregate principal amount not to exceed the sum of (i) $20,000,000 (the “Base Amount”), plus (ii) the amount of the commitment fee and the funding fee, each equal to 1% of the Base Amount, plus (iii) the amount of the DIP Lender Holdback (as defined in the Interim DIP Order) (the “Junior DIP Facility”)”
Scilex Holding Co reported preliminary financial results for one month ended June 30, 2023, quarter ended June 30, 2023, and year-to-date as of June 30, 2023.
“Scilex Holding Company (the “Company”) is providing certain preliminary unaudited financial results for the one month ended June 30, 2023, quarter ended June 30, 2023, and year-to-date as of June 30, 2023”
Scilex Holding Co entered into Guaranty Agreement (effective 2023-06-27).
“In connection with the Credit Agreement, the Company executed a guaranty agreement (the “ Guaranty Agreement ”), dated as of June 27, 2023, to guarantee the payment and performance obligations of the Borrower under the Credit Agreement.”
Scilex Holding Co entered into Credit Agreement with eCapital Healthcare Corp. valued at $30,000,000 (effective 2023-06-27).
“On June 27, 2023, Scilex Pharmaceuticals Inc. (the “ Borrower ”), a Delaware corporation and a wholly owned subsidiary of Scilex Holding Company (the “ Company ”), entered into a Credit and Security Agreement (the “ Credit Agreement ”) with eCapital Healthcare Corp. (the “ Lender ”).”
Scilex Holding Co reported preliminary financial results for one month ended May 31, 2023.
“Scilex Holding Company (the “Company”) is providing certain preliminary unaudited financial results for the one month ended May 31, 2023, and year-to-date as of May 31, 2023, based on currently available information.”
Scilex Holding Co shareholders approved To approve the amendment to the 2022 Plan to (i) increase the number of shares authorized for issuance thereunder by 10,000,000 shares to 30,276,666 shares, (ii) increase the number of shares authorized for issuance thereunder pursuant to the exercise of incentive stock options to 30,276,666 shares, at the 2023-05-04 meeting.
“Proposal No. 3 : To approve the amendment to the 2022 Plan to (i) increase the number of shares authorized for issuance thereunder by 10,000,000 shares to 30,276,666 shares, (ii) increase the number of shares authorized for issuance thereunder pursuant to the exercise of incentive stock options to 30,276,666 shares, and (iii) modify the commencement date of the automatic increase in the number of shares authorized for issuance thereunder pursuant to the exercise of incentive stock options to January 1, 2024. For Against Abstentions Broker Non-Votes 101,476,808 16,369,983 523,238 9,603,099”
Scilex Holding Co shareholders approved To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending December 31, 2023. at the 2023-05-04 meeting.
“Proposal No. 2: To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023. For Against Abstentions 127,368,078 393,667 211,383”
Scilex Holding Co shareholders approved To elect the following nominees as Class I directors to serve until the Company's 2026 Annual Meeting of Stockholders. at the 2023-05-04 meeting.
“Proposal No. 1: To elect the following nominees as Class I directors to serve until the Company’s 2026 Annual Meeting of Stockholders. Nominee For Withhold Broker Non-Votes Dorman Followwill 107,842,833 10,527,196 9,603,099 David Lemus 113,424,163 4,945,866 9,603,099”
Scilex Holding Co reported preliminary financial results for the three months ended April 30, 2023.
“Scilex Holding Company (the “Company”) is providing certain preliminary unaudited financial results for the three months ended April 30, 2023, and as of April 30, 2023, based on currently available information.”
Scilex Holding Co incurred convertible notes of $7,500,000 with YA II PN, Ltd. at 7.00% maturing December 21, 2023.
“On April 20, 2023, the Company consummated the Third Closing and issued a third convertible debenture dated as of such date (the "Third Convertible Debenture") to Yorkville in the principal amount of $7,500,000.”
Scilex Holding Co entered into Third Convertible Debenture with YA II PN, Ltd. ("Yorkville") valued at $7,500,000 (effective 2023-04-20).
“the Company consummated the Third Closing and issued a third convertible debenture dated as of such date (the “Third Convertible Debenture”) to Yorkville in the principal amount of $7,500,000.”
Scilex Holding Co entered into Second Convertible Debenture with YA II PN, Ltd. valued at $7,500,000 (effective 2023-04-11).
“On April 11, 2023, the Company consummated the second closing (the “Second Closing”). In connection with the Second Closing, the Company issued a second convertible debenture dated April 11, 2023 (the “Second Convertible Debenture”) to Yorkville in the principal amount of $7,500,000.”
Scilex Holding Co reported preliminary financial results for the three months ended March 31, 2023.
“Scilex Holding Company (the “Company”) is providing certain preliminary unaudited financial results for the three months ended March 31, 2023, and as of March 31, 2023, based on currently available information.”
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.
“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”).”
Scilex Holding Co entered into Purchase Agreement with YA II PN, Ltd. ("Yorkville") valued at up to $25,000,000 (effective 2023-03-21).
“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").”
Scilex Holding Co reported the one month ended February 28, 2023 results: revenue ZTlido gross sales for February 2023 were in the range of $8.6 million to $8.8 million.
“Scilex Holding Company (the "Company") is providing certain preliminary unaudited financial results for the one month ended February 28, 2023, and as of February 28, 2023, based on currently available information.”
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).
“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.”
Scilex Holding Co reported the one month ended January 31, 2023 results: revenue $3.0 million to $3.6 million.
“The Company estimates that: ZTlido gross sales for January 2023 were in the range of $8.1 million to $8.5 million, compared to $5.2 million in January 2022, representing growth in the range of 55% to 63%; net sales for January 2023 were in the range of $3.0 million to $3.6 million, compared to net sales of $2.1 million in January 2022, representing growth in the range of 43% to 71%.”
Scilex Holding Co entered into Standby Equity Purchase Agreement with B. Riley Principal Capital II, LLC valued at up to $500,000,000 (effective 2023-01-08).
“On January 8, 2023, Scilex Holding Company (the “Company”) entered into a Standby Equity Purchase Agreement (the “Purchase Agreement”) with B. Riley Principal Capital II, LLC, a Delaware limited liability company (“B. Riley”).”
Scilex Holding Co reported the one and twelve months ended December 31, 2022 results: revenue $37.0 million to $42.0 million.
“The Company estimates that: ZTlido gross sales for December 2022 were in the range of $10.0 million to $12.0 million; the gross sales for ZTlido in 2022 were in the range of $93.0 million to $98.0 million, compared to $63.9 million in 2021, representing growth in the range of 45% to 53%; net sales for 2022 were in the range of $37.0 million to $42.0 million, compared to net sales of $31.3 million in 2021, representing growth in the range of 18% to 34%; and, as of December 31, 2022, the Company’s cash and cash equivalents were in the range of $1.8 million to $2.5 million, and the Company’s accounts receivables were in the range of $18.0 million to $22.0 million.”
Scilex Holding Co entered into Standby Equity Purchase Agreement with YA II PN, LTD. valued at up to $500,000,000 (effective 2022-11-17).
“On November 17, 2022, Scilex Holding Company (the “Company”) entered into a Standby Equity Purchase Agreement (the “Purchase Agreement”) with YA II PN, LTD., a Cayman Islands exempt limited partnership (“Yorkville”). Pursuant to the Purchase Agreement, the Company has the right, but not the obligation, to sell to Yorkville up to $500,000,000 of its shares of common stock, par value $0.0001 per share (the “Common Stock”), from time to time at the Company’s sole and absolute discretion”
Scilex Holding Co: Ceased to be a shell company due to business combination.
“As a result of the Business Combination, the Company ceased to be a shell company upon the closing of the Business Combination.”
Scilex Holding Co: Adopted new Code of Business Conduct and Ethics (effective 2022-11-10).
“on November 10, 2022, the Board approved and adopted a new Code of Business Conduct and Ethics applicable to all employees, officers and directors of the Company.”
Scilex Holding Co: Adopted bylaws of Vickers as bylaws of New Scilex.
“The bylaws of Vickers became the bylaws of New Scilex (the “Bylaws”).”
Scilex Holding Co: Restated certificate of incorporation to reflect name change and remove incorporator provisions.
“In connection with the Closing, Vickers changed its corporate name of “Vickers Vantage Corp. I” to “Scilex Holding Company” and restated its certificate of incorporation (the “Restated Charter”) to remove provisions relating to the incorporator and initial board of directors following the Domestication and prior to the Effective Time.”
Scilex Holding Co underwent a change of control involving Legacy Scilex Holding Company for $1.5 billion (closed 2022-11-10).
“of options to purchase Legacy Scilex Common Stock outstanding as of immediately prior to the Effective Time. The “Merger Consideration” was calculated as the quotient of (i) $1.5 billion less Specified Indebtedness (as defined below) divided by (ii) $10.00. The term “Specified Indebtedness” means the aggregate amount owed by Legacy Scilex to Sorrento in respect”
Scilex Holding Co entered into Registration Rights Agreement with Sorrento, the Sponsors, Pei Wei Woo, Suneel Kaji and Steve Myint (effective 2022-11-10).
“on November 10, 2022, New Scilex, Sorrento, the Sponsors, and Vickers’s former directors, Pei Wei Woo, Suneel Kaji and Steve Myint entered into an amended and restated registration rights agreement (the “Registration Rights Agreement”)”
Elizabeth Czerepak was appointed as Executive Vice President, Chief Business Officer, Chief Financial Officer and Secretary at Scilex Holding Co.
“Elizabeth Czerepak, Executive Vice President, Chief Business Officer, Chief Financial Officer and Secretary.”
Jaisim Shah was appointed as President and Chief Executive Officer at Scilex Holding Co.
“Jaisim Shah, President and Chief Executive Officer;”
Jaisim Shah was appointed as Director at Scilex Holding Co.
“Class III directors: Henry Ji, Ph.D. and Jaisim Shah.”
Henry Ji, Ph.D. was appointed as Director at Scilex Holding Co.
“Class III directors: Henry Ji, Ph.D. and Jaisim Shah.”
Laura J. Hamill was appointed as Director at Scilex Holding Co.
“Class II directors: Tien-Li Lee, M.D. and Laura J. Hamill;”
Tien-Li Lee, M.D. was appointed as Director at Scilex Holding Co.
“Class II directors: Tien-Li Lee, M.D. and Laura J. Hamill;”
Tommy Thompson was appointed as Director at Scilex Holding Co.
“Class I directors: Dorman Followwill, David Lemus, and Tommy Thompson;”
David Lemus was appointed as Director at Scilex Holding Co.
“Class I directors: Dorman Followwill, David Lemus, and Tommy Thompson;”
Dorman Followwill was appointed as Director at Scilex Holding Co.
“Class I directors: Dorman Followwill, David Lemus, and Tommy Thompson;”
Scilex Holding Co shareholders approved Scilex Holding Company 2022 Employee Stock Purchase Plan at the 2022-11-09 meeting.
“shareholders approved, among other items, the Scilex Holding Company 2022 Equity Incentive Plan (the “Equity Incentive Plan”) and the Scilex Holding Company 2022 Employee Stock Purchase Plan (the “ESPP”)”
Scilex Holding Co shareholders approved Scilex Holding Company 2022 Equity Incentive Plan at the 2022-11-09 meeting.
“shareholders approved, among other items, the Scilex Holding Company 2022 Equity Incentive Plan (the “Equity Incentive Plan”) and the Scilex Holding Company 2022 Employee Stock Purchase Plan (the “ESPP”)”
Scilex Holding Co shareholders approved Advisory Proposal C — to require the removal of any director be only for cause and by the affirmative vote of at least 66 2/3% of the voting power of all then-outstanding shares of stock of New Scilex entitled to vote thereon, voting together as a single class, from and after the time Sorrento and i at the 2022-11-09 meeting.
“· Advisory Proposal C — to require the removal of any director be only for cause and by the affirmative vote of at least 66 2/3% of the voting power of all then-outstanding shares of stock of New Scilex entitled to vote thereon, voting together as a single class, from and after the time Sorrento and its affiliates, subsidiaries, successors and assigns (other than New Scilex and its subsidiaries) first cease to beneficially own more than 50% in voting power of the then-outstanding shares of stock of New Scilex entitled to vote generally in the election of directors (the "Sorrento Trigger Event") (and prior to such event, by the affirmative vote of the holders of a majority in voting power of the then-outstanding shares of stock of New Scilex entitled to vote general”
Scilex Holding Co shareholders approved Advisory Proposal B — to provide that subject to the rights of any holders of preferred stock to elect directors, the number of directors that shall constitute the board of directors of Scilex after the Effective Time (the "New Scilex Board") shall be as determined from time to time exclusively by t at the 2022-11-09 meeting.
“· Advisory Proposal B — to provide that subject to the rights of any holders of preferred stock to elect directors, the number of directors that shall constitute the board of directors of Scilex after the Effective Time (the "New Scilex Board") shall be as determined from time to time exclusively by the New Scilex Board, except that until such time as the Sorrento Trigger Event (as defined below) occurs, the stockholders of Scilex after the Effective Time ("New Scilex") shall be permitted to fix the number of directors; 8,202,588 1,781,233 214,454”
Scilex Holding Co shareholders approved Advisory Proposal A — to increase the total number of authorized shares of all classes of capital stock to 785,000,000 shares, consisting of 740,000,000 authorized shares of common stock and 45,000,000 authorized shares of preferred stock at the 2022-11-09 meeting.
“· Advisory Proposal A — to increase the total number of authorized shares of all classes of capital stock to 785,000,000 shares, consisting of 740,000,000 authorized shares of common stock and 45,000,000 authorized shares of preferred stock; 7,816,271 2,167,550 214,454”
Scilex Holding Co shareholders approved Proposal 4 — The Bylaws Approval Proposal — To approve by ordinary resolution, in connection with the Business Combination, the bylaws of Vickers, to be effective immediately following the completion of the Domestication and prior to the Effective Time at the 2022-11-09 meeting.
“· Proposal 4 — The Bylaws Approval Proposal — To approve by ordinary resolution, in connection with the Business Combination, the bylaws of Vickers, to be effective immediately following the completion of the Domestication and prior to the Effective Time. 8,202,588 1,781,233 214,454”
Facts are extracted by an LLM and gated to those whose source quote is present verbatim in the filing text. Coverage is best-effort while backfill and monitoring mature; this is not yet a full-market index. See methodology.